Corporate Governance / M&A Attorney - Vice President
The candidate will handle a wide range of corporate, governance, M&A and SEC reporting activities. Will support of Corporate Secretary functions, including review and development of Board agendas, minutes, D&O questionnaires, committee charters, policies and other materials to ensure compliance with all regulatory requirements and best practices. Work with Board of Directors and senior executives to ensure a smooth and orderly Board and committee process. Oversee the preparation and filing of Section 16 filings (Forms 3, 4 and 5). Draft the annual proxy statement in cooperation with others in the Legal Department and Human Resources, Finance, IR and other relevant departments. Monitor corporate governance trends and SEC and NYSE developments and inform the Board and executive management when necessary. Review and negotiate confidentiality agreements for potential strategic transactions. Assist in the management and negotiation of M&A and other strategic transactions in cooperation with others in the Legal Department, the Corporate Development Department and other senior business leaders. Assist with public debt offerings and credit facility negotiations. Assist in the development and review of all other SEC corporate level reports, including 10-Ks, 10-Qs and 8-Ks. Interact with independent auditors. General contract negotiations. Engage and manage outside counsel as appropriate.
The candidate should have a J.D. degree and have membership in good standing of a US State Bar. Must have 5+ years of corporate and M&A experience at a major law firm, with significant experience dealing with corporate governance and Board management work. Should have knowledge of the Securities Exchange Act of 1934, Securities Act of 1933 and NYSE reporting and governance requirements. Knowledge of the investment management industry and financial services would be a plus.
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