What are the responsibilities and job description for the Senior Vice President, General Counsel & Corporate Secretary position at American Property Casualty Insurance Association?
Position SummaryThe Senior Vice President, General Counsel & Corporate Secretary at APCIA involves providing comprehensive legal counsel and oversight to the Board of Directors and committees, managing corporate governance, and maintaining corporate records. It includes oversight of the Legal Division and Corporate Secretary responsibilities, managing conflict of interest disclosures, supporting litigation efforts, and coordinating strategic judicial advocacy. The position also entails guiding policy development, regulatory compliance, and member policy committee support on governance and antitrust issues. It provides legal advice to senior leadership, reviews business transactions, and ensures intellectual property protection. Additionally, the role supports human resources, manages compliance with lobbying and disclosure laws, and oversees member communications. Lead and live APCIA’s Mission, Vision, and Values.Oversight of the Legal Division and Corporate Secretary Responsibilities : Provide corporate governance oversight and serve as counsel to the Board of Directors and all Board committees, including the preparation of related minutes, and oversee the maintenance of the Corporate Secretary and Corporate Records data bases.Manage APCIA’s conflicts of interest disclosure program as it relates to Directors and key employees and provide related deliverables along with litigation-related information to APCIA’s external auditors annually.Manage, coordinate, and orchestrate APCIA’s strategic judicial advocacy program, including outside counsel and litigation brought by or against APCIA and APCIA’s engagement in third-party litigation as intervenor or amicus.Provide as needed and manage Legal Division staff support in policy development (including legal system abuse reform) and the drafting of comment letters on a wide variety of regulatory and litigation management topics.Provide and oversee Legal Division support for various member policy committees concerning corporate governance issues, antitrust compliance, and legal / legislative research.Oversee the work of the Legal Subcommittee and make presentations to the Subcommittee, Board, Board and policy Committees (including working groups), and outside entities on all legal issues and policy matters as needed.Give legal advice to the President and CEO, senior management, and staff of APCIA, ISS, the APCIA PAC, and APCIA’s multi-state PACs.Review contracts, leases, and other business transactions as needed while managing Legal Division staff dedicated to providing daily legal support for a wide variety of association business transactions.Ensure the protection of APCIA’s intellectual property.Provide human resources counsel to the VP of Human Resources and C-Suite executives and manage outside counsel engaged as needed.Provide counsel as needed and manage Legal Division staff dedicated to legal compliance with federal and state lobbying, disclosure, and financial contribution requirements.Manage the Legal Division’s “Litigation Bulletin” program for members and oversee updates to certain member compliance publications.Engage in special projects as necessary and appropriate.Principal Responsibilities : Partner and advisor to the President and CEO on corporate governance, legal strategy, risk decision making and problem solving.Perform at the level of General Counsel at APCIA’s most sophisticated member companies.Motivate and lead a high performing legal team who exceed expectations on internal service, member relations, and areas of concentration.Interpret laws and regulations as they apply to the governance and activities of APCIA, ISS, APCIA PAC, and APCIA’s multi-state PACs and oversee related compliance.Draft and interpret organization bylaws, rules, and policies of APCIA, ISS, APCIA PAC, and multi-state PACs.Engage and manage strategic outside counsel as needed for proactive judicial and administrative challenges brought by the association or to defend the organization when legal actions are brought against it.Oversee the administration of the organization’s amicus advocacy program on behalf of member interests and intervene to help bring member consensus as needed.Working with the EVP and CLO, coordinate work of Legal Division staff on issues with public affairs, policy and research services and state and federal government relations divisions.Serve as APCIA corporate secretary, which includes : 1. Safeguarding the integrity of the governance framework;2. Ensuring compliance with statutory and regulatory requirements;3. Preparing Board and Board Committee meeting minutes; and4. Serving as records custodian.Develop and support lines of communication to keep the members informed of legal and legal-related issues and trends.Function as a senior advisor to the APCIA President and CEO, management and staff on insurance policy and legal issues and make recommendations accordingly.Ability to clearly and concisely explain (verbally and in writing) legal theories, strategies, and directional pros / cons.Develop and publish reports for association members on legal and legislative matters.Oversee the Legal Division’s day-to-day work, which includes reviewing leases, contracts, and other documents as part of association business transactions; maintaining ISS licenses as a statistical agent; producing Board materials and providing legal support to all APCIA divisions.Manage Division staff working in collaboration with other APCIA divisions on public policy development and advocacy with attention to the substantive legal issues presented by policy positions under consideration to include related antitrust compliance.Oversee the organization’s corporate compliance in connection with political contributions, gift law, and lobbying reporting and disclosure (federal and state) and intervene to address related issues as needed.Develop the Division’s annual budget and manage expenditures throughout the year so as to remain within the approved budget.Administer performance management of the staff of the Legal Division.Educational, Professional Requirements, Experience and Other Valuable Attributes : Juris DoctorLicensed to practice law in at least one state, with licensure in either Illinois or the District of Columbia preferred.At least twelve (12) years of relevant legal experience, including at least six (6) years of supervisory or management experience.Substantive knowledge of property casualty insurance law and regulation and related practices based on experience within a property casualty company, trade association, or firm providing legal services.Extensive experience in at least two of the following : advocacy, administrative / regulatory law, corporate law, or insurance law.Management skills and experience suitable for : managing professionals, planning, and executing large and complex projects to completion, and implementing plans of others.Oral and written communication skills especially suitable to communication with senior executives and middle managers, as well as with staff of the organization and with legal professionals.Experience interacting with and providing advice to corporate Boards of Directors and C-Suite executives preferred.Ensure compliance with IT policies and technology while effectively utilizing software like SharePoint and other enterprise tools to support collaboration and operational efficiency.#J-18808-Ljbffr