Job Details

Senior Director Associate General CounselCorporate Governance

Company name

CME Group Inc

Organization Type

In-House

Job Type

Attorney

Valid Through

Nov 27,2019

Posted on

Aug 14,2019

Years of Experience

Min 10 yrs required

Location

Chicago, IL, United States

Employment Type

Full-time

Industry

Legal
Practice Area
Corporate >> Corporate - General
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Senior Director, Associate General Counsel—Corporate Governance
Duties: Day-to-day management and operation of the Corporate Secretary function. Advising on and supporting corporate securities and SEC reporting, corporate law and compliance matters, including preparing and reviewing SEC periodic reports, proxy statements, annual reports, earnings releases/calls, investor presentations and corporate press releases. Advising on Regulation S-K, Regulation FD, Non-GAAP measures disclosure, risk factors and litigation disclosures, and analysis of D&O, Conflicts, Independence and Regulatory Questionnaires. Preparing the annual proxy statement, with primary responsibility for governance related disclosures and responses to shareholder proposals, including no-action requests for exclusion of proposals. Advising on compliance with insider trading laws, including Section 16 filings, application of quarterly and event trading restrictions and review of written trading plans. Monitoring new rulemaking on securities regulations, disclosures and governance matters and other best practices and making recommendations for their adoption by the organization. Advising on US and international corporate governance matters, including Delaware corporate law questions, charter and bylaw provisions, governance guidelines, independence and related party transactional matters, and Board committee charters, and assisting with general corporate law matters. Supporting the ED in providing advice to auditors and regulators, and preparing for, participating in, and remediating findings resulting from regulatory examinations. Implementing the annual self-evaluation process for the Board and its committees and making recommendations to the Governance Committee. Supporting global corporate initiatives and subsidiary management, including coordination of domestic and foreign subsidiary board and shareholder meetings, materials and approvals, and state corporate filings. Advising on compliance with the Commitment and Signing Authority Policy, including providing advice on matters requiring approval and making recommendations for enhancements to the process. Providing accurate and reliable corporate information to employees, investors and analysts, such as background on CME Group’s corporate governance program and practices. Collaborating with, advising, and supporting a broad range of departments and functions, including Accounting, Tax, Treasury, Investor Relations and others as needed. Drafting minutes, resolutions, approvals for the Board of Directors, shareholders and Board committees while recognizing the regulatory implications of the documentation. Assisting on other matters as needed.

Qualification and Experience

Qualifications: JD degree from an accredited law school with excellent academic credentials; admitted to US Bar (preferably IL or NY). 10+ years of experience at a law firm and/or in-house corporate environment with a sophisticated international securities/corporate governance/corporate finance practice. Substantial experience in corporate securities (‘33 and ‘34 Act) and corporate governance. Demonstrated ability to work effectively with a team across jurisdictions and ability to foster strong working relationships, including management experience. Strong written and verbal communication skills; highly professional in interactions, demeanor and presentation. Confident and decisive in stressful situations and tight timeframes; utilizes good judgment and demonstrates maturity, tact and diplomacy; maintains confidences and utilizes the utmost in discretion. Excellent management skills, experience and business judgment with a capacity to make decisions and give advice which demonstrates an understanding of overall business objectives and the risks/rewards of each situation. Proactive personality, eager to learn new areas of the law and committed to understanding the industry and the company’s business. Solid project management skills, including ability to manage several competing assignments and perform assignments accurately and in a timely manner. Ability to communicate effectively with a non-legal audience, including individuals at the C-Suite level, is required.

Company info

Hiring Coordinator
CME Group Inc
20 South Wacker Drive
Chicago, IL 60606

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