Advise Board of Directors and senior management on corporate governance issues and assist General Counsel and senior management in preparation of press releases and SEC filings. Prepare agenda and presentation materials for meetings of Board of Directors and its committees and draft the annual proxy statement. Act as Secretary at meetings of the Board’s committees and prepare related minutes and resolutions. Manage domestic/international corporate litigation, commercial contracts, and employment issues; develop and present corporate compliance training on such topics as advertising, insider trading, and FCPA compliance. Develop litigation strategies and select/manage outside counsel. Manage domestic and international trademark portfolio. Advise senior management on privacy and regulatory compliance issues spanning SEC, NYSE, FDA, and FTC requirements; and oversee one full-time employment attorney and provide supervision to 1 executive assistant.SELECTED CONTRIBUTIONS• Assumed lead role in connection with developing compliance program for the California Consumer Privacy Act.• Performed complete overhaul of proxy statement, including CD&A, to conform to best practices.• Drove an 80% reduction in employment litigation backlog within the first year.• Advise Head of International Operations on business and legal issues, and assumed lead role in the drafting and negotiation of licensing agreements with LATAM and Asian partners.• Forecast, plan, and track departmental budgets.• Assumed lead role, including drafting and negotiating all transaction agreements in connection with sale of manufacturing subsidiary. • Authored and implemented the corporate FCPA policy, including company-wide training.• Selected to lead sourcing and implementation of new contract management system; designed and introduced an end-to-end contract review and approval process.

Develop and execute commercial transactions supporting senior management, sales force and IT activities. Draft and negotiate commercial contracts, including, confidentiality agreements, credit agreements, vendor agreements, purchase and sale agreements and software licensing / development agreements. Create and negotiate employment and compensation agreements supporting HR and human capital acquisition. Work with outside counsel on litigation matters and hold responsibility for maintaining corporate books and records.

Facilitated client financial transactions, including development and negotiation of private placement memoranda, credit agreements, and subscription agreements; assisted clients with corporate governance matters and regulatory compliance. Counseled clients on all matters relating to mergers and acquisitions, including developing bids letters and letters of intent and drafting and negotiating confidentiality, stock purchase, asset purchase, escrow, and shareholder agreements. Advised on state / Federal compliance with corporate and securities requirements, including SEC and SOX. Served in principal role for residential mortgage loan clients, drafting and negotiating purchase and sale agreements for pools of mortgage loans and mortgage loan servicing rights.