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Counsel, Corporate Law - Securities The candidate will monitor and ensure Lincolnâ€™s compliance with governance-related requirements under Indiana law, SEC rules and regulations, and NYSE listing standards. Will assist with all matters related to meetings of the Board of Directors and Board Committees, including preparation of meeting materials, resolutions, minutes and relevant research. Provide advice and counsel on legal aspects of the SEC filings, including Annual/Quarterly Reports on Forms 10-K/Q, Current Reports on Form 8-K, Section 16 Filings (Forms 3/4/5) and registration statements, financial and other communications, including earnings releases and investor presentations, and treasury and capital raising transactions. Draft, and provide comments on drafts of, securities disclosures, including Annual/Quarterly Reports on Forms 10-K/Q, Current Reports on Form 8-K, Section 16 Filings (Forms 3/4/5) and registration statements, financing and other agreements, investor presentations, other communication and related material. Assist with drafting Proxy Statement and related materials for Lincolnâ€™s annual shareholder meeting and handle shareholder proposals and SEC No-Action letter requests. Provide advice and counsel regarding subsidiary management and corporate recordkeeping. Assist with development of corporate governance policies and related stakeholder advocacy, including preparation for meetings with Lincolnâ€™s top institutional investors during annual shareholder engagement. Advise on relevant corporate governance, investor relations, insider trading and other public company policies and processes. Monitor corporate governance trends and regulatory and legislative initiatives for impacts on Lincoln. Provide support for M&A activity and contracts review, when required. JD degree from a top law school with strong academic performance is needed. Admission and good standing in at least one state (if not Pennsylvania, then eligibility for the Pennsylvania In-House Counsel Limited Licensure) is essential. Should have 4-6 years of experience at top law firm or similar in-house experience in securities and public company matters. Experience reviewing, drafting and negotiating commercial agreements is plus. Strong working knowledge of corporate, contract and federal securities laws are essential. Experience working effectively with senior level management. Team player who is willing to pitch in wherever needed.
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