Counsel - Corporate Governance The candidate will handle moderately complex legal matters, requiring an established degree of knowledge and expertise. Will advise on matters relating to corporate governance, including the following: developments, trends, and practices in corporate governance; development and interpretation of corporate policies and procedures related to corporate governance; compliance with regulations applicable to executive compensation and disclosure; implementation of insider trading policy procedures; assessment and reporting of directors independence, expertise, and qualifications; and compliance with New York Stock Exchange governance and other listing standards. Assist with SEC compliance and disclosure matters, including proxy statements and Section 16 filings. Analyze new disclosure rules and advise on implementation. Assist in managing board operations and coordinating matters relating to the board of directors and committee meetings, including preparation of meeting materials, board resolutions, and minutes. Assist in preparation for the annual meeting of shareholders, including preparation of proxy statements and meeting planning. Provide legal counsel relating to subsidiary management, including entity formations, transactions, and dissolutions and oversight of annual reports and other filings for subsidiary companies. Perform other projects and duties as assigned, including assisting with due diligence on strategic and other transactions and advice and assistance on other projects involving legal issues.
The candidate should have a Juris Doctorate or equivalent International legal degree; graduate from an accredited law school. Must have 3 years of prior legal experience. Active license to practice law in the state(s) in which representation is required. Prior legal experience in corporate and securities law with major law firms or corporations is essential. Should preferably have 5+ years of prior legal experience.
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