JOB PURPOSE: Assist and provide proactive and experienced support to the General Counsel and Corporate Secretary on all matters relating to the corporate secretarial function for a U.S. public company, including corporate governance, securities filings, insider trading compliance, board meetings, proxy statements, annual meetings, disclosures, director compensation and related drafting, researching and record keeping.
- Provide support for the company’s Annual Stockholders Meeting including the proxy statement, meeting logistics and annual D&O questionnaires.
- Assist with Board Meeting matters, including minutes, agendas and preparation of materials.
- Process and track cash and equity awards related to Director Compensation.
- Maintain Board Committee charters and other governance documents, manage Board self-evaluations and maintain updated investor relations website related to corporate governance.
- Manage the process for Section 16 compliance/Form 4s and insider Edgar code maintenance and tracking equity transactions.
- Administer the insider trading policy window group reminders.
- Assist with various matters in connection with the company’s public disclosures.
- Maintain subsidiaries, resolutions, certificates and minute books.
- Organize and maintain hard copy and electronic legal and compliance files with regard to all areas of responsibility.
- Work collaboratively with key internal departments, including Financial Reporting, Human Resources, Payroll and Tax.
- Conduct research and draft legal and other documentation as applicable.
- Maintain competency through seminars, workshops, and professional affiliations to keep abreast of latest developments.
- Assist with various other law department responsibilities as assigned by the General Counsel.
- Certificate from an American Bar Association (ABA) approved paralegal program
- Experienced (15+ years) U.S. public company/corporate/SEC paralegal
- Significant in-house and/or law firm experience aligned with the key responsibilities of the position
- Strong work ethic and professional commitment
- Ability to work independently under general direction, with latitude for initiative and independent judgment
- Effectively and professionally work with and help manage outside counsel
- Proficiency in MS Office (Word, Excel and PowerPoint) and knowledgeable, or willing to learn, about legal technology to generate efficiencies
- Excellent time management and follow-through skills with ability to prioritize work
- Must be meticulous, collaborative, ethical and resourceful with high desire to learn
- Attention to detail with strong organization and problem solving skills
- Excellent written and verbal communication skills