Legal Counsel

1 week ago

Dublin Ohio, United States The Wendy's Company Full time

Overview:


Provide ongoing legal advice with respect to SEC reporting, public disclosures, Board and Committee support, corporate governance matters, corporate finance matters, executive compensation matters, contract reviews, and general corporate matters.

Lead and support the Company's proxy statement and annual stockholders meeting process from end-to-end.

Responsibilities:


Provide legal advice and services regarding corporate and securities law compliance for the Company and its subsidiaries, including 33 and 34 Act filings and compliance, investor relations and analyst communications, corporate governance matters, stock exchange listing matters, reviews of Section 16 filings, and administration of insider trading policy.


Provide legal advice and services to lead and support the Company's proxy statement and annual stockholders meeting, including drafting, compliance with disclosure requirements, coordination with internal and external stakeholders, responding to stockholder proposals, filing proxy materials, advising/supporting the annual meeting, and overall project management and accountability.


Provide legal advice and services to the Board of Directors and its committees, including preparation of agendas, pre-read materials, resolutions, and minutes for Board and committee meetings, updating committee charters and other corporate governance documents, and advising on executive compensation, equity plan and other governance matters.


Provide legal advice and services for corporate finance activities, including support for the Company's whole-business securitization financing facility and subsidiary credit facilities (such as periodic debt refinancing transactions) and the Company's capital allocation initiatives (such as dividends, stock repurchases and debt repurchases).


Review and negotiate contracts and engagement letters for Treasury, Accounting, Finance, Tax, and Human Resources Departments, such as stock repurchase agreements, audit engagement letters, master services agreements, and statements of work.

Corporate and securities law matters, including 34 Act filings, investor communications, proxy materials and annual stockholders meeting matters

Board of Directors and corporate governance matters

Corporate finance and capital allocation matters

Contract reviews

#ONSITE

Minimum Wage:
USD $(phone number removed)/Yr.

Maximum Wage:
USD $(phone number removed)/Yr.

Qualifications:
Undergraduate Degree, Juris Doctor Degree. Licensed to practice law and in good standing in at least one state.


4-8 years of practice advising public companies on corporate and securities law matters, proxy materials, annual stockholder meetings, corporate governance matters, and general corporate matters.

Experience in performing or advising on corporate finance, executive compensation, and equity plan matters, and corporate secretary functions.

Experience with contract reviews and negotiations.

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