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Senior Director, Securities Law The candidate will be a key part of Corporate Secretary legal team providing leadership for all aspects of public company securities law compliance. Will partner with multi-disciplinary teams, including Investor Relations, Communications, Accounting, Finance, HR/Executive Compensation, M&A and Compliance, to drive implementation of key initiatives while mitigating risks and protecting brand integrity. Be a key member of corporate disclosure team with responsibility for annual (10-K), quarterly (10-Q) and other periodic SEC reports (8-Ks), quarterly earnings releases and management preparation for quarterly earnings calls. Serve on company's Disclosure Committee and help administer corporate disclosure policy. Advise on internal and external communications, including press releases, analyst presentations and responses to security holders' requests for information. Be a key member of team responsible for preparation of annual proxy statement, management preparation for the Annual Meeting of Stockholders and related matters. Manage securities law aspects of executive compensation and employee benefit plan matters. Oversee insider trading matters, including compliance by officers and directors with the insider trading policy, Section 16, Rule 144 and Rule 10b-5. Provide advice and counsel to the top division executives and senior executives on a broad range of issues within the expert's legal specialty, including but not limited to material legal and business matters impacting or potentially impacting the company. Functions as a senior legal leader and point of contact on legal matters related to the expert's legal specialty and is accountable for delivering accurate, timely and comprehensive legal advice. At times, provide direction and guidance for the work product and legal advice/solutions of a group, which may include law professionals, paraprofessionals and support staff, within an assigned divisional support or corporate SME function. Such leadership is subordinate to the main technical focus of this role. Collaborate with and create business solutions with the appropriate legal resources in the Legal division so as to optimize service deliverables, mitigate risk to company, minimizes the expense associated with the use of outside counsel and drive solutions for the business. Identify high risk areas and create joint mitigation opportunities in support of cross-divisional legal interpretations and support. Leverage legal expertise and business acumen to support the division in achieving its objectives. Identify process improvements available to the business and ensure that best practices are shared with other Legal Business Partners and the leadership of the Legal Division to facilitate continuous process improvement and effectively avoid unnecessary expenses. Direct the allocation of appropriate legal resources to meet divisional objectives and to provide the highest level of customer support. Ensure the ongoing training and development of direct reports. In addition, may select and engage outside counsel to provide critical support on complex legal, regulatory and business issues.
Qualification and Experience
The candidate should have a J.D. degree and 10+ years of experience working within a corporation and/or private law practice. Should have licensure as an attorney with the rights to practice law within the State of Illinois. Must have 5+ years of experience providing legal advice and counsel to senior business leaders and their teams. Should preferably have 10+ years of experience working with SEC rules and regulations promulgated under the Exchange Act and Securities Act, stock exchange regulations, and public company disclosure practices. Experience advising large public companies with global operations on securities disclosure, compliance issues, and various securities law matters, equity and debt offerings is desired. Familiarity with public company financial reporting rules and regulations relevant to securities law analysis is an asset. Familiarity with evolving governance and disclosure best practices and with relevant policy positions of proxy advisory firms is a plus. Should also have experience in managing projects, defining requirements, implementing solutions and related change management. Must be willing to travel up to/at least 25% of the time for business purposes (within state and out of state).
Application Deadline: 4 May, 2019.
Ref. #: 98138BR
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