Deputy General Counsel - Corporate Governance

Key Accountabilities/Deliverables

• Advise on corporate governance matters, including subsidiary management, board and committee materials, corporate policies, and internal approvals.
• Provide legal support for all corporate initiatives, including subsidiary formation and dissolution, intercompany merger activities, and other potential corporate restructurings.
• Manage and oversee outside counsel supporting corporate and transactional matters, with a focus on cost-effective and practical legal solutions.
• Support enterprise compliance, ethics, and risk management initiatives by contributing to corporate policies, training, and internal controls, as appropriate.
• Provide support for preparation of corporate filings, including the annual proxy statement and related documentation, as applicable.
• Provide support for stockholder matters, including the Annual Stockholders Meeting and other similar initiatives.
• Advises boards and committees on fiduciary duties and other governance requirements and industry best practices and assists with designing and implementing appropriate management committee and subsidiary governance programs, as applicable.
• Provide legal guidance with respect to executive compensation matters.
• Provide practical, business-oriented legal advice to corporate functions and business leaders, balancing commercial objectives with legal, regulatory, and contractual risk.
• Manage and oversee outside counsel supporting corporate and transactional matters, with a focus on cost-effective and timely legal support.
• Track and monitor laws affecting corporate operations and advise on implementation.

Technical Knowledge and Understanding

• A deep understanding of corporate governance matters, with an emphasis on Delaware law and regulation.
• An understanding of the corporate compliance needs of the business, with a balanced approach that weighs the costs of compliance.
• A broad understanding of legal matters that affect Core Specialty, using subject matter experts to provide targeted advice.

Experience

• Juris Doctor from accredited law school and active law license in good standing required.
• 10+ years legal experience preferred.
• Previous experience in the financial services or insurance industry preferred but not required.
• Ability to lead in ways that mitigate risk to the company but also gives the business the flexibility to stretch and grow.
• A desire to assist the General Counsel in all matters affecting the legal department.