Title: SVP, General Counsel, and Corporate Secretary
Department: Legal Department
Reports to: President and Chief Executive Officer
Position Summary: Provides legal guidance to the Board of Directors and senior management of Carver Bancorp, Inc., and Carver Federal Savings Bank (collectively “Carver”) on a wide range of issues including public company matters, securities offerings and private placements, regulatory compliance, lending transactions, commercial contracts, banking operations, and real estate and leasing matters. In addition, serves as the Corporate Secretary of Carver and manages all corporate governance functions and duties, including the Annual Shareholders’ Meeting and interaction with shareholders and external stakeholders of the company and the bank.
Essential Duties and Responsibilities
Legal Advice and Strategy:
Advise and support the Board of Directors and senior management on critical strategic business decisions and legal matters.
Analyze legal risks associated with new business initiatives and develop mitigation strategies.
Allocate legal resources effectively across different business units as required to support bank activities and operations.
Support the company’s Investor Relations Program.
Regulatory Compliance:
Monitor and analyze applicable federal and state banking laws and regulations.
Partner with the Compliance Department to coordinate with federal regulators on regulatory examinations and related compliance matters.
Monitor and provide reports and documentation related to enforcement orders and federal agency filing requirements.
Collaborate with departments to ensure legal compliance in all operations
External Counsel and Litigation Management:
Oversee all legal disputes, including contract disputes, consumer litigation, and employment actions.
Supervise and coordinate with external counsel to manage litigation and minimize legal exposure.
Coordinate with external counsel to manage and provide legal advice for public company and regulatory matters, banking law and operations matters, and lending and transactional matters.
Coordinate with the Lending and Credit Departments to provide closing counsel services and appropriate legal advice and guidance.
Contract Review and Negotiation:
Review and negotiate all significant contracts related to commercial activities, lending, leasing, deposit accounts, and other banking products.
Coordinate with Facilities Management to monitor branch leases and negotiate new leases or renewals.
Ensure all contracts and leases comply with legal requirements and protect the bank's interests.
Coordinate with the IT Department on vendor management requirements and documentation.
Corporate Governance:
Advise the Board of Directors on legal matters related to corporate governance practices, and schedule, plan and manage all Board and committee meetings.
Prepare and review corporate documents, including bylaws, minutes, and resolutions.
Supervise the drafting of the Company’s Proxy Statement and the administration of the Annual Shareholders’ Meeting.
Support the Company’s Form 10-Q and 10-K financial reporting processes and manage other required SEC and Nasdaq regulatory filings.
Coordinate with external counsel to manage the Company’s Form 8-K reporting and filing process with the SEC.
Partner with the Finance and Accounting Department to coordinate and manage activities with the Company’s transfer agent.
Partner with the HR Department to manage activities with the Company’s stock award administrator.
Qualifications
JD and New York State Bar.
10+ years of related experience in the financial services area (transactional expertise preferred).
Excellent knowledge of financial services/banking law and regulatory issues, including SEC and FRB regulatory filings (Forms 8-K, 10-Q, 10-K, and FR Y-6).
Strong knowledge of public company legal matters and corporate governance, including drafting of annual proxy statements and company reports, and management of the Annual Shareholders’ Meeting.
Strong negotiation and conflict resolution skills.
Ability to handle multiple tasks and assignments and meet deadlines.
Work Location: Onsite four days a week - Harlem, New York. Fridays remote.
Carver was founded in 1948 by a group of civic-minded community leaders to serve African American communities whose residents, businesses, and institutions had limited access to mainstream financial services.The founding members sought the ability to finance businesses, build wealth and maintain assets where they lived, worshiped, and worked. From inception, Carver Bank has strived to fulfill the mission of its founders by providing local residents with a place to save, grow businesses and build wealth, block by block, and generation to generation.Today, Carver is one of the largest African American operated banks in the United States (NASDAQ:CARV). Headquartered in Harlem, Carver has seven full-service branches and 24/7 ATM Centers located in low- to moderate- income neighborhoods.
