Associate General Counsel Corporate Securities amp Mampa

Profile

Associate General Counsel, Corporate, Securities & M&A
The candidate will work closely with the company's Financial Reporting, Investor Relations, Internal Audit, Executive Compensation, Accounting, Tax and Treasury teams. Will interface regularly with the company's board of directors, CEO, CFO, Chief Legal Officer and other members of the executive leadership team, to provide practical legal advice and counsel and manage, negotiate and execute on a broad range of corporate, securities law, corporate governance and M&A initiatives and the organization's day-to-day operational needs and strategic priorities. Report directly to the Chief Legal Officer. Lead all areas related to the company's global securities laws matters and related compliance, including Securities Act and Exchange Act matters. Prepare and review SEC filings, including registration statements, Forms 10-K, 10-Q and 8-K, proxy statements, including shareholder proposals and proxy solicitation, and Section 16 reporting, including Forms 3, 4 and 5. Develope, refine and maintain policies and procedures to ensure compliance with SEC and other securities-related regulatory requirements applicable to publicly-traded companies, including the Sarbanes-Oxley Act, Dodd-Frank Act, NYSE listing standards, Regulation FD and insider trading. Advise on corporate governance (including CSR/ESG initiatives), executive compensation and various other related matters (such as transfer agent and equity plan administration), as well as develop, adopt, manage and refine applicable corporate governance policies and procedures. Keep abreast, and advise on potential impact, of new and proposed securities law and corporate governance developments, market trends and best practices in the markets we operate to ensure continued compliance. Support the corporate secretarial function, including preparation of notices, agendas and materials for board of directors and committee meetings, including board minutes, resolutions and actions, manage the board and committees' calendars, agendas and meeting cadence, and lead preparation for annual meeting of shareholders. Advise on ISS, Glass Lewis and other proxy advisory service positions and corporate responses. Advise on investor relations matters, including review of and collaboration on earnings announcements, earnings scripts, press releases, investor presentations, investor communications, internal communications and other materials (including preparation of appropriate securities disclosure as necessary). Lead the Legal Department's activities on, and manage outside counsel with respect to, all capital markets and other strategic transactions, including M&A and corporate financing transactions and related workstreams. Develop and deliver employee trainings on securities law and related matters, such as insider trading and Regulation FD, and M&A and strategic transaction best practices. Establish appropriate policies, processes, and systems in areas of coverage that enable the company to grow and scale effectively. Have primary Legal Department responsibility for managing the company's real property portfolio, including the acquisition and disposition of real property assets, leases and subleases. Have primary Legal Department responsibility for the Finance Department's day-to-day business needs, including drafting and negotiating a variety of complex commercial agreements on an as-needed basis. Provide advice and counsel to business team leaders on all legal matters affecting areas of coverage, in consultation with other members of the Legal Department and outside counsel as necessary. Build close relationships with personnel at supported business operations and obtain and maintain a strong knowledge of the company's products and the objectives of those operations. Hire and develop a high-performing team to meet increasing needs and requirements as the company continues to grow and mature. Lead or assist the Legal Department's efforts in the preparation, implementation and refinement of forms, processes and procedures relevant to areas of coverage. Manage outside counsel in all appropriate areas of coverage. Provide substantive support to other members of the Legal Department as needed. Perform other special assignments, strategic projects or duties as needed.

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