Details
Posted: 24-Feb-22
Location: Emeryville, California
Type: Full Time
POSITION SUMMARY
The Corporate Governance Paralegal provides a wide range of corporate governance and regulatory paralegal support to the Company, including its affiliated operating companies. The candidate will support and work collaboratively with law department team members, as well as the finance, accounting and investor relations departments on public company, corporate governance, government relations, legal and compliance matters as they arise. This is an exceptional opportunity for a qualified candidate to join the law department of a growth company located in the heart of the Bay Area. As a member of a smallish law department, you will be expected to assume significant responsibilities from the start of employment and will need to be self-driven and motivated. The ideal candidate will have a willingness to learn, the desire to lend a hand wherever necessary and can work in a fast-paced environment.
JOB DUTIES & RESPONSIBILITIES
- Public Company Support/SEC filings
- Prepare and/or provide support to attorneys as needed with SEC regulatory filings, including 10-Ks, 10-Qs, 8-Ks and proxy statements
- During quarterly reporting cycles, assist with various aspects of 10-K and 10-Q preparation and general review, drafting and editing of disclosures
- Assist with preparation of disclosure committee and SOX certifications and other periodic reports as needed
- Prepare, distribute and assist in evaluation of responses to annual D&O questionnaires
- Conduct Edgar research
- Assist with preparation and coordinate filing of annual proxy statement and other items related to annual shareholders meeting; coordinate and prepare materials for the Annual Shareholder Meeting
- Primarily responsible for maintaining officer and director vesting calendar and preparing and filing Sec 16 officer reports and related tasks, including preparation of 10b5-1 trading plans, Form ID and Forms 3, 4 and 5
- Insider Trading Policy communications, maintain trading window calendar
- Support warrant holder exercise process, as needed
- Assist in responding to internal and external auditor requests
- NASDAQ Compliance
- Monitoring ongoing compliance with NASDAQ listing requirements
- Corporate Governance
- Monitor and assist in maintaining corporate good standing/governance of entities, including the maintenance of records in the law department share drive
- Prepare initial drafts and coordinate completion and execution of board meeting minutes
- Assist in the preparation of Board agendas, resolutions and meeting materials in the department share drive and board governance electronic portal
- Interface with and assist Board members and administrative assistants as necessary
- Support the preparation and filing of Insurance Holding Company Act regulatory filings and other state insurance regulatory filings with oversight from attorneys. g., Forms B, C, D, F, CGAD and ORSA.
- Support attorneys in the preparation of due diligence documents and responses for corporate transactions, including equity, debt, and reinsurance
- Monitoring and reporting on new, or changes to existing, Federal and state laws and regulations that may impact the Company or its business activities; participate in, and in some cases chair, industry regulatory working groups such as the USMI Compliance Working Group
- Participate in government relations activities and monitor developments at the GSEs, FHFA and other housing related industry groups as requested
- Create efficient processes and procedures for ongoing compliance projects as necessary
- Legal research as needed
- Contract and NDA support as needed
- Opportunities to manage larger projects related to business development, operations support, compliance and other legal matters
- Administration of Equity Incentive Plans
- Assist internal departments with the administration of the company’s equity incentive plans
- Provide ad hoc assistance, as needed
SKILLS & KNOWLEDGE
- Bachelor’s degree in Law or related field.
- Prior public company/SEC compliance experience required; proficiency and understanding of public company processes and ’33 and ’34 Act public company reporting experience, including researching public company filings, and researching and resolving statutory compliance issues
- Minimum 6 years general corporate paralegal (or similar) experience preferred, at an in-house legal department, a top-tier law firm or a combination thereof
- Proficiency with MS Office Suite, Nitro Pro, Diligent Board Books (or similar), Workiva, Intelligize
- Demonstrates a high degree of analytical capability, discernment, and professional judgment
- Excellent written and verbal communication skills
- Proficiency and ability to autonomously manage projects in assigned areas
- Ability to work independently under general direction with latitude for initiative and independent judgment
- Ability to work effectively and collaboratively at all levels within the organization
- Works ethically and with integrity supporting organizational goals and values
- Displays strong attention to detail and a commitment to excellence
- Maintains confidentiality of information, exercises appropriate discretion and uses information appropriately
- Completes work in a timely manner, prioritizes competing demands appropriately and meets deadlines
- Contributes to building a positive team spirit and treats others with respect
- Ability to adapt and be flexible to changing priorities and varied duties on a daily basis
National MI is an Equal Employment Opportunity employer and is committed to a diverse workforce. We value and actively seek to recruit, develop, and retain individuals with varied backgrounds and experiences reflecting the full diversity of the communities that we serve. It is the policy of the National MI to comply with all applicable laws concerning the employment of persons with disabilities.
