YOUR ROLE Reporting to the SVP, General Counsel & Corporate Secretary, the Deputy Corporate Secretary & Securities Counsel will assist in setting up and having primary responsibility for the day-to-day management of the corporate secretary and securities law functions of U.S. Mortgage Insurance (USMI) as it transitions from a wholly-owned subsidiary to a public company. This individual will partner with multi-disciplinary teams, including Investor Relations, Communications, Accounting, Finance, HR, and Compliance as a key member of the company’s in-house Legal, Compliance & Government Affairs team. The successful candidate will demonstrate a high level of integrity, have excellent communication and persuasion skills and the ability to provide strong legal and business counsel.
YOUR RESPONSIBILITIES • Planning and execution of all Board of Director and Board Committee meetings, including creating agendas, preparing materials and presentations, attending and drafting minutes, for public facing entity and all wholly owned subsidiaries • Ensuring compliance with Board and Committee policies and charter documents • Overseeing maintenance of key corporate documents and records • Coordinating corporate communications and correspondence with the Board • Onboarding and education of any new directors • Advising on all corporate disclosure matters and compliance with the relevant corporation laws, stock exchange listing standards, SEC reporting and compliance rules and regulations, and related corporate policies • Drafting and reviewing all periodic reports including Forms 10-K, 10-Q, 8-K, proxy statements, and other SEC related forms and filings including Forms 3, 4 and 5 • Serving as corporate secretary and legal advisor to the company’s Disclosure Committee • Advising HR on securities law aspects of executive compensation matters, including drafting equity award agreements, compensation plan documents, and proxy disclosures • Providing legal support in connection with stockholder relations, including stock issuance, dividends, transfer operations, and assist Finance and Investor Relations with the annual shareholder meeting, stockholder correspondence, annual reports, earnings and press releases, scripts and investor decks for use in earnings calls • As needed, providing legal support for corporate and securities transactions, including M&A, joint ventures, financings, and equity/debt offerings, and advise on compliance with indentures and loan documents
YOUR QUALIFICATIONS • J.D. degree from an accredited law school, and a member in good standing with at least one U.S. state bar • Minimum 6 to 10 years of public company securities law experience, including personally drafting Securities Act and Securities Exchange Act filings and advising C-Suite, Boards of Directors and executive level leaders • Demonstrated technical proficiency with U.S. Securities laws and listing standards applicable to public companies • Proven ability to work directly with senior management, interface with multiple constituencies and manage internal and external resources • Excellent written, oral, and interpersonal communication skills • Strong commitment to client service • Excellent business and legal judgment, strategic thinking, decision-making and problem-solving skills • Ability to maintain appropriate perspective and protocols no matter how pressured a situation • Superior organizational skills and detail-oriented • Sophisticated negotiating, influencing, and project management skills • Ability to multi-task and work in a fast paced, changing environment and to balance multiple, concurrent projects
ADDITIONAL QUALIFICATIONS • Financial Services or Insurance industry experience • Large law firm experience • In-house experience in a corporate secretary’s office of a public company • Successful track record managing others
Internal Number: REQ-210066
About Genworth Mortgage Insurance
Genworth Mortgage Insurance, headquartered in Raleigh, North Carolina, is a global mortgage insurer with a major presence in the United States. With origins dating back to 1980, Genworth Mortgage Insurance provides primary mortgage guaranty insurance coverage on residential mortgage loans, as well as mortgage pool insurance policies that enhance insurance coverage for various types of mortgage-related securities. Our mortgage insurance can help individuals secure low down payment loans and realize the dream of home ownership faster – even for the first time.