Corporate Counsel, Board Affairs

Position Overview

The Corporate Counsel position within PBS's Board Affairs team presents a unique opportunity to work closely with the Secretaries of the PBS and PBS Foundation (PBSF) Boards of Directors, advise on corporate governance matters and legal requirements pertaining to nonprofit membership organizations, and negotiate complex corporate transactions. The successful candidate will have proven governance-related experience and a demonstrated interest in working in a fast-paced, collegial, mission-driven organization.

Key Responsibilities

• Advising senior staff, Board liaisons, and directors in support of an informed and engaged Board of Directors
• Managing the Board Affairs workplan and the schedule of internal deadlines
• Overseeing the PBS Board elections process
• Serving as the primary point of contact for PBS Board and PBSF Board members
• Supporting orientation and ongoing education for PBS Board and PBSF Board members
• Working with Board committee liaisons, providing comprehensive support for the PBS and PBSF Boards and all committees
• Drafting agendas, minutes, correspondence, issue papers, Board policies, and other related documents
• Maintaining and updating corporate governance documents for PBS, PBS Foundation, and PBS’s subsidiaries
• Maintaining all corporate governance records, Board and committee minutes, and official histories to ensure regulatory compliance and continuity of corporate memory
• Establishing and maintaining strong working relationships with colleagues within the Board Affairs team and the Office of the Chief Legal Officer, PBS and PBSF executives, other colleagues, and Board members
• Working effectively with other departments to plan meetings of the Boards of Directors and committees
• Advising Corporate Secretary on compliance with Board-related Conflicts of Interest Policy
• Managing implementation of PBS’s internal Conflicts of Interest Policy
• Maintaining an ongoing working knowledge of nonprofit governance laws
• Liaising with and supervising outside counsel regarding governance issues
• Supervising and managing OCLO team supporting board affairs matters
• Working directly with internal clients, negotiating and drafting a variety of contracts

Requirements for Success

• At least 8 years’ relevant corporate governance experience in a law firm and/or in-house board affairs team, with in-house experience in a national nonprofit environment preferred
• Ability to establish credibility with Board members and senior management and demonstrate ability to work well with colleagues at every level
• Ability to exercise independent judgment and analyze and make recommendations on complex and sensitive matters
• Experience negotiating complex contracts, including proven ability to assess and advise internal clients on mitigating risk in commercial transactions
• Demonstrated success with problem solving in a fast-paced environment and managing multiple projects simultaneously
• Exceptional oral and written communication skills
• Meticulous attention to detail
• J.D. and strong academic credentials from an ABA-accredited law school and Bar admission and eligibility for admission as full bar member or as corporate counsel in Virginia
• Must live within commuting distance of PBS's Arlington, VA headquarters