Senior Attorney And Assistant Secretary
CurrentProvide critical legal advice and recommendations to the Corporate Secretary, CEO and Board of Directors in connection with Board and Nominating and Governance Committee meetings. Prepare Board and Committee agendas, materials, minutes and resolutions. Ensure compliance with federal securities laws, NYSE listing standards and the California Corporations Code. Monitor and advise management on emerging governance trends and best practices that impact the company. Provide innovative leadership in the preparation, filing and delivery of the proxy statement to clearly communicate the company's governance and compensation practices. Resolve shareholder proposals through the strategic adoption of new governance practices, enhanced disclosure of existing practices, and application of the proxy rules. Develop and coordinate the company's shareholder engagement program, regularly meet with major shareholders to discuss key governance practices, and communicate shareholder feedback to management and the Nominating and Governance Committee.Ensure directors and executive officers comply with Section 16 of the Exchange Act and adhere to the company's insider trading policy. Prepare and review reports on Forms 3, 4 and 5 and 10b5-1 trading plans.Provide legal counsel and guidance regarding the company's political engagement, lobbying and gift activities.Mentor and supervise the corporate governance staff.
