Corporate Counsel – Corporate Governance, Finance & Regulatory

Based in Knoxville, TN or Dallas, TX

Essential Duties and Responsibilities include the following. Other duties may be assigned.

• Assist in the preparation of, coordinate legal input for, and provide overall legal support for proxy statements and related materials, including the compensation discussion and analysis.
• Assist with financing matters and legal support of the treasury function.
• Assist with shareholder engagement matters and perform research relating to various corporate governance issues.
• Help maintain accurate corporate records and documentation and provide ongoing administration and data maintenance of subsidiaries on a global basis (domestic and international).
• Conduct governance and disclosure research and analysis and provide support to internal clients, including Investor Relations, Accounting, Finance, Treasury, and Corporate Affairs with regard to external and internal communications and other matters.
• Draft and maintain shareholder and board resolutions, consents, agendas, secretary’s certificates, and other records. 
• Assist with annual shareholder meeting matters.
• Perform other duties as assigned.

Qualifications:

To perform this job successfully, an individual must be able to perform each essential duty satisfactorily. The requirements listed below are representative of the knowledge, skill, and/or ability required. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions.

Professional Skills:

• Strong understanding of federal securities laws and regulations.
• Proficiency in drafting and negotiating a wide range of commercial agreements.
• Excellent research and analytical skills.
• Exceptional written and verbal communication skills.
• Strong organizational skills and attention to detail.
• Ability to work effectively both independently and as part of a team.
• Demonstrated ability to manage multiple projects simultaneously and meet deadlines.

Education/Experience:

Juris Doctor (JD) degree from an accredited law school. Admission to the bar in the relevant jurisdiction. Minimum of 5 years of experience as a transactional lawyer advising publicly traded companies. Experience with SEC compliance. Experience with governance issues and corporate finance matters, including debt and equity offerings.

Certificates, Licenses, Registrations:

None

Language Ability:

Must have good reading, writing, and speaking skills to effectively communicate with studios, managers, and co-workers.

Math Ability:

Ability to add, subtract, multiply, and divide in all units of measure, using whole numbers, common fractions, and decimals.  Ability to compute rate, ratio, and percent, and to develop and interpret charts.

Reasoning Ability:

Perform under pressure and/or opposition at times relying on your own independent judgment and knowledge to decide the best directions and solutions.  

Computer Skills:

Microsoft Outlook, Word, Excel, database software

Supervisory Responsibilities:        

This position has direct supervisory responsibilities.

Work Environment:

The work environment characteristics described here are representative of those an employee encounters while performing the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform essential functions.

The noise level in the environment is moderate. 

Physical Demands:  

The physical demands described here are representative of those that must be met by an employee to successfully perform the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform essential functions. 

While performing the duties of this job the employee is frequently required to stand, walk, sit, and use hands to finger, handle, or feel; reach with hands and arms; climb or balance; stoop, kneel, crouch, or crawl and talk or hear.  The vision requirements include close vision, distance vision, peripheral vision, depth perception, and the ability to adjust focus.  The employee is occasionally required to lift up to 50 pounds.