Manager, Legal Department

Job Description

Manager, Legal Department (Corporate Governance)

JOB DESCRIPTION

The Governance team at Fox is looking for an experienced Manager who will prepare and distribute Board and Committee meeting materials, coordinate and manage Board and Committee meeting activities and logistics, make required regulatory filings, manage matters related to the company's stockholders and transfer agent and coordinate with corporate housekeeping matters. You are a self-starter with attention to detail who can multi-task and communicate effectively in a fast-paced environment.

A SNAPSHOT OF YOUR RESPONSIBILITIES

Board and Committee Matters
• Assist in the preparation of board and committee materials, using Boardvantage to upload and distribute
• Coordinate website updates and other post-meeting action items

SEC/Nasdaq Filings
• Draft, proof and coordinate SEC filings including Section 16 Forms 3, 4, 5, Rule 144, 13H, 8-K,
• Assist in the preparation of SEC Forms including 10-K, 10-Q, proxy statement disclosures and beneficial ownership tables, working with Corporate Secretary and C-level to obtain necessary signatures/certifications
• Coordinate Nasdaq filings, semi-annual dividend and prenotification of press releases, earnings and other press releases
• Prepare Fed Reserve filings, archiving related approvals and signatures

Directors/NEO's
• Maintain attendance for proxy reporting, Section 16 interest schedules, D&O questionnaire schedules, compensation committee materials and stock ownership compliance
• Assist in the preparation of Director and Officer questionnaires, liaising and coordinating requested information and scheduling with Officers, Directors and their staff

Stockholder Matters
• Draft proxy materials (e.g. cards, notice & access) coordinating distribution with proxy agent, and annual report printers
• Update and manage voting and internal sites, uploads and file transfers with proxy and transfer agents
• Draft meeting certificates and documents
• Assist with AGM logistics
• Foreign ownership tracking and monthly reconciliation of share register. Track new issues and repurchases to ensure they are debited correctly
• Prepare dividend letters including confirming tax information
• Coordinate stockholder queries and responses with transfer agent including dividend questions and estate executors, unclaimed properly, reviewing unclaimed property reports to states

Corporate Housekeeping
• Maintain NY Legal team Corporate/Board and Annual SEC reporting Quip calendar to ensure timely filings and required actions
• Maintain all key corporate documents and policies and Board, Committee and Stockholder files and archives in iManage filing system
• Draft routine resolutions and UWCs
• Provide support for M&A activities and other corporate actions
• Assist with US and foreign subsidiary management, corporate formations, charter docs, qualifications

WHAT YOU WILL NEED
• Bachelor's degree preferred with at least 4 years of law firm or in-house experience
• Experience drafting and filing routine SEC/Nasdaq documents
• Hands-on experience and in-depth knowledge of general legal concepts, terminology and principles related to SEC and jurisdictional filings, corporate formation and charter documents, board and committee charters and minutes, stock plans, mergers and acquisitions
• Proficiency with Microsoft Office, including Excel and Power Point and working knowledge of Blueprint entity management software, Boardvantage, Quip, Box and iManage (or similar) with the ability to pick up new technological tools quickly
• Highly organized with strong attention to detail, excellent analytical, written and verbal communication
• Team player with excellent project management skills and the ability to take on new projects and assignments as the department grows
• Proven ability to work effectively under pressure in a fast-paced, deadline driven environment

Jobcode: Reference SBJ-rbnm7x-3-149-24-159-42 in your application.