What are the responsibilities and job description for the VP, Associate General Counsel - Securities and M&A position at Fluke Corporation?
About the RoleWe are seeking a dynamic and strategic Sr. Director, Assistant Corporate Secretary to drive governance excellence and support the Board of Directors and executive leadership in fostering organizational transparency and compliance for NewCo. This pivotal role ensures that corporate governance practices and public company disclosure align with regulatory standards and best practices that reflect the company’s values, while actively contributing to strategic decision-making and transactional execution.Key ResponsibilitiesGovernance and SEC ComplianceOversee the preparation, management, and documentation of Board of Directors, Board Committee, and shareholder meetings, including agenda creation, materials distribution, and meeting minutes.Assist in the preparation and review of NewCo’s SEC filings and other public disclosure documents, including 10-Ks, 10-Qs, 8-Ks, and other SEC and NYSE related documents.Monitor compliance with corporate governance regulations, securities laws, and stock exchange listing requirements.Maintain the company’s governance policies, charters, and related documents, ensuring alignment with regulatory and best practice standards and administrating NewCo’s insider trading policy and Regulation FD policy.Partner with the Chief Legal Officer in preparing the annual proxy statement, organizing the annual shareholder meeting, and organizing and preparing the annual shareholder engagement.Strategic and AdvisoryAdvise the Board and executive leadership on governance best practices and evolving regulatory requirements.Serve as a liaison between the Board, management, and shareholders to ensure effective communication and trust.Partner with the Chief Legal Officer and the Board Chairman to drive initiatives that enhance Board and Committee efficiency and performance.Partner with the Chief Legal Officer and the Treasurer on executing NewCo’s corporate finance transactions.Team Management and CollaborationCollaborate cross-functionally with Finance, Investor Relations, Treasury, and HR teams to support corporate governance, executive compensation, equity compensation, and public disclosure.Provide strategic support in high-priority projects, such as mergers and acquisitions.Records and ReportingLead a team to manage corporate records, filings, and entity management across jurisdictions to ensure compliance with local and international requirements.Support ESG-related disclosures and sustainability initiatives in collaboration with relevant teams.QualificationsJD from top-tier law school.6 years of corporate law experience, with a proven track record in public company governance, reporting, and compliance.Deep understanding of securities regulations, corporate law, and NYSE requirements.Exceptional communication and interpersonal skills, with the ability to influence and build trust at the Board and executive level.Proven leadership and team development skills, with a commitment to fostering inclusivity and collaboration.Meticulous attention to detail and a strategic mindset to drive governance excellence.#J-18808-Ljbffr