Assistant General Counsel

2 months ago


Los Angeles, United States GUESS?, Inc. Full time

Guess?, Inc. seeks a talented, knowledgeable, and self‐motivated attorney with at least 5-7 years of relevant legal experience to serve as Assistant General Counsel – Securities and Corporate Governance. This position will report directly to the General Counsel, North America and will be responsible for handling a wide range of corporate and securities matters related to the growth, operation and further development of this global publicly-traded corporation. This role requires a person to possess a strong securities and corporate governance background, and an analytical and detail-oriented mindset, coupled with strong communication skills. M&A and other transactional experience is a plus. The ideal candidate will have a practical, business-oriented approach to problem-solving and will value working in a dynamic and fast-paced corporate environment.


Responsibilities include:

  • Helping to lead Company compliance with federal and state securities laws and reporting/disclosure requirements, including Sarbanes‐Oxley and NYSE rules and regulations.
  • Preparing and/or reviewing periodic reports, earnings materials, proxy statements and other filings required by the SEC and NYSE, including 10-Ks, 10-Qs, 8-Ks, Form 4s and other Section 16 filings and stock‐based compensation plans.
  • Participating in annual shareholder meeting processes and planning.
  • Advising on communications and investor relations matters.
  • Advising on insider trading and Section 16 issues for directors, officers and other insiders.
  • Advising on stock repurchase and dividend matters.
  • Handling corporate governance matters, including assisting in the preparation for board and committee meetings and maintaining corporate minute books and records.
  • Overseeing corporate compliance for the Company and key subsidiaries, including FCPA, Conflict Minerals and similar compliance topics.
  • Supporting the legal aspects of financing transactions, including credit agreements and convertible note transactions.
  • Ensuring compliance with legal requirements and company policies generally applicable to the Company business.
  • Providing high quality legal advice and counsel in a timely fashion to senior management in the legal and business teams.
  • Handling other projects and matters as may be assigned from time to time.


Requirements:

  • J.D with at least 5-7 years’ experience.
  • Expertise in corporate governance for a public company, SEC, SOX, NYSE and other pertinent laws and regulations, preferably developed through a combination of large law firm and public corporation experience.
  • M&A and other corporate transactional experience is a plus.
  • Excellent attention to detail.
  • Strong business acumen.
  • Creative problem solver with customer focus and “can do” attitude.
  • Ability to multitask with a sense of urgency and ability to meet deadlines within a changing, fast‐paced environment.
  • Team player with strong interpersonal skills.
  • Excellent communication skills.
  • Able to easily build rapport and the gain the confidence and respect of peers and senior leaders.
  • Demonstrated ability to handle difficult issues in a professional, assertive and proactive manner.
  • Good standing in or ability to join the California bar.



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