Senior Corporate Governance Paralegal

6 days ago

Mount Prospect, Illinois, United States US Foods, Inc. Full time

About the Role:

We are seeking a highly skilled and experienced Senior Corporate Governance Paralegal to join our team at US Foods, Inc. As a key member of our corporate governance group, you will play a critical role in supporting our company's growth and success.

Job Summary:

The Senior Corporate Governance Paralegal will be responsible for providing high-level paralegal support to our General Counsel, Associate General Counsel, and Assistant General Counsel. This includes preparing and coordinating meeting materials, managing SEC filings, and ensuring compliance with corporate policies.

Responsibilities:

  • Coordinate preparation and distribution of shareholder, board, and committee meeting materials utilizing Diligent
  • Support the organization of quarterly board meetings and annual shareholder meetings
  • Prepare initial drafts of corporate resolutions, board minutes, unanimous written consents, secretary's certificates, and related transactional back-up materials
  • Assist with all SEC filings, including periodic reports (10K, 10Q, and 8K), Proxy Statements, Section 16 reports (Forms 3, 4, and 5) utilizing Workiva and NYSE reporting obligations
  • Assist with quarterly dividend payments, including preparing related consents and notices and coordinating with Treasury and the transfer agent
  • Manage documentation of corporate policies required by the SEC or NYSE, including maintaining Insider Trading Policy pre-clearance and restrictive period participant lists
  • Provide support for certain SEC and NYSE requirements related to director and management equity, including drafting and maintenance of equity agreement templates and deferred equity arrangements
  • Responsible for formation and dissolution of corporate entities and general subsidiary maintenance, including filing annual reports and qualifications to do business in other states
  • Establish and maintain document management systems for all corporate entities, including stock certificates, minute books, and secretary of state filings
  • Manage board and officer administration matters, including overseeing the payment of non-employee director compensation and preparing and recording annual Director and Officer Questionnaires
  • Support transactions and financial restructurings related to securities law and corporate governance compliance

Requirements:

  • Minimum four-year college degree; paralegal certificate and/or relevant work experience strongly preferred
  • Minimum ten years related Paralegal experience; minimum ten years public company and securities experience
  • Strong organizational skills, attention to detail, and proactive approach to corporate governance
  • Proficiency in Microsoft Office tools (including Teams, Word, PowerPoint, Excel), Workiva, Diligent, PDF writer, and other software tools
  • Professionalism, discretion, and sophistication to interact with directors and senior management, and to maintain confidentiality of critical corporate matters

Compensation:

The estimated salary for this role is between $95,000 - $115,000 per year, depending on relevant experience and education. This position also receives an annual incentive plan bonus. Benefits may include health insurance, pre-tax spending accounts, retirement benefits, paid time off, short-term and long-term disability, employee stock purchase plan, and life insurance.

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