Corporate Governance Specialist

Job Info

111598

Posting Expiration Date:Apr 30, 2024

Schedule Type:Full-Time

Minimum Salary:$105000

Maximum Salary:$135000

Organization:Office Of The Secretary

Department:Off Of The Secretary

Section:OFF OF SEC Off Of Secretary

Location:NY-New York-4 Irving Pl Headquarters

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Specialist - Law

Job Description

Mission Statement

• Consolidated Edison Company of New York, Inc. (Con Edison), Orange & Rockland Utilities (O&R), and Consolidated Edison Transmission (CET) employees are required to follow health, safety, and environmental policies, EEO, Standards of Business Conduct, and all other applicable company policy and procedures. We all share a responsibility to advance the company’s mission by excelling at our three corporate priorities – safety of our people and the public, operational excellence in all that we do, and ensuring the best possible customer experience.

Core Responsibilities

• Mange the support and preparation of materials for meetings of the Board of Directors and its Committees, including presentations, resolutions, and distribution of materials.

• Management of corporate secretary recordkeeping, including form documents, Board minutes and materials, attendance records and documentation related to directors and officers.

• Maintain clear and regular communications with senior leaders in the Law Department and, as appropriate, members of the Board of Directors, other corporate stakeholders, and external entities.

• Compile and distribute Board and Committee meeting books and materials electronically through the Diligent BoardBooks online application.

• Prepare minutes, consents and resolutions to authorize corporate activities and assist with processing of director compensation payments.

• Prepare/revise and assist with distribution of D&O questionnaires.

• Update and populate the annual D&O questionnaires with prior information, including director and officer equity holdings, and accurately maintain data and spreadsheet regarding director and officer affiliates.

• Prepare and distribute of annual proxy materials.

• Support and preparation for the Annual Meeting of Stockholders, including logistics, document preparation, and collaborating closely with internal Investor Relations and other teams, outside vendors and third parties.

• Maintain insider beneficial stock ownership data for proxy statement.

• Onboarding of new directors or officers, including obtaining EDGAR codes with the U.S. Securities and Exchange Commission (SEC).

• Prepare and file Forms 3, 4 and 5 on EDGAR using e-filing software.

• General tracking and reporting of stock holdings, and working with HR/Compensation on stock ownership amounts of directors and officers.

• Manage the quarterly stock trading windows and blackout notices.

• Oversee entity management and corporate services, including incorporations, amendments, qualifications, withdrawals, name changes, and tracking registrations/ filing reports.

• Maintenance of the Company's subsidiaries and their respective State and other licenses.

• Maintain corporate books and records, external databases of legal entities and communicating with external entity vendor on same.

• Manage process and billing for above activities.

• Reporting and filing with New York Stock Exchange (NYSE) and DTC.

• Monitor persons transaction and conflict of interest form filings and updates.

• Assist with maintaining Office of Secretary owned policies and procedures.

• Other and special ad hoc projects and assignments as requested from time to time.

Required Education/Experience

• Associate's Degree from an accredited University and 5 years of experience. or

• Bachelor's Degree from an accredited University and 3 years of expereince.

Relevant Work Experience

• Proficiency with Microsoft Office Suite. Required

• Careful attention to detail and specifics. Required

• Excellent written and oral communication. Required

• Clear communication skills to work with internal and external teams. Required

• Ability to multi-task and work in fast-paced environment and adapt and prioritize and change course as needs change. Required

• Ability to work independently but be part of a team. Required

• Responsiveness; ability to prioritize and meet deadlines and complete work in a timely fashion. Required

• Paralegal Certificate from an accredited Paralegal Program. Preferred

• 8+ years experience working with publicly traded companies on public company governance (Board and Committee operations and support), corporate disclosures and/or securities matters, or in Corporate Secretary's office of a public company. Preferred

• Familiarity with Section 16 stock trading/reporting filing software and Section 16 filings generally. Preferred

• Knowledge of corporate and public company matters and ability to prepare documents to form new entities, entity and subsidiary management, cancelling entities, complete foreign qualifications and withdrawals. Preferred

• General knowledge of SEC and NYSE rules for public companies. Preferred

• Knowledge of SEC filings (proxy statement and Section 16 insider stock trading reporting). Preferred

Licenses & Certifications

• Driver's License Required

Physical Demands

• Ability to push, pull, and lift up to 25 pounds

Other Physical Demands

• Must be able to respond to Company emergencies by performing a System Emergency Assignment to restore service to our customers.

Technical Difficulty Statement

• For technical issues, please contact us at [email protected]

Equal Opportunity Employer

• Consolidated Edison Company of New York, Inc. (Con Edison), Orange & Rockland Utilities (O&R), and Consolidated Edison Transmission (CET) are equal opportunity employers. All qualified applicants will receive consideration for employment and will not be discriminated against on the basis of the individual’s actual or perceived disability, protected veteran status, race, color, creed, religion, sex, age, national origin, gender, gender identity, gender expression, genetic information, marital status, sexual orientation, citizenship, domestic violence victim status, or any other actual or perceived status protected by law.