Senior Paralegal- Corporate Governance

We are seeking a highly organized and detail-oriented
Corporate Governance and Equity Administration Senior Paralegal
to join our Legal team. Reporting to the Assistant Corporate Secretary, this individual will play a critical role in supporting the company's corporate governance, equity plan administration and corporate insurance administration. The Senior Paralegal will assist with public company compliance obligations and will ensure best-in-class board and committee administration, as well as providing day-to-day structural and legal oversight over our equity plan equity administration and serving as our primary liaison with our insurance broker. This position offers the opportunity to work closely with senior executives, directors and cross-functional teams in a dynamic and fast-paced environment.

Key responsibilities:

• Corporate Governance –
• Assist the Assistant Corporate Secretary and the Corporate Secretary with the preparation, distribution and retention of board and committee meeting materials.
• Draft agendas, resolutions, minutes and other supporting documents.
• Manage board and committee annual calendars, director onboarding and continuing education, as well as director biographical information.
• Support board evaluations and director & officer questionnaires.
• Maintain up-to-date governance policies, charters, and board and committee records.
• Public Company and Compliance Matters –
• Assist with the preparation and filing of SEC reports (e.g., Forms 8-K, 10-K and Q, proxy statements) and associate disclosure and control processes.
• Oversight of all Section 16 matters, including preparing and timely filing of Forms 3, 4 and 5.
• Track and monitor evolving corporate governance, SEC and Nasdaq requirements to ensure compliance
• Assist in the management of corporate governance matters for subsidiaries, including, charter and by-law changes, maintenance of corporate records, including minute books, stock registers and current officer and director listings and helping to create, maintain and improve upon entity databases.
• Equity Plan Administration –
• Support corporate legal efforts on the administration of EXL's equity programs with Fidelity. Provide day-to-day project support by tracking status and work streams across all equity administration matters; support on international equity plans;
• Approve settlements/distributions of director awards;
• Assist in the administration of the insider trading policy, including managing trading window logistics and organizing/reviewing 10b5-1 plans.
• Maintain and improve internal tracking and process documents and databases, including an equity tracker and securities playbook.
• Respond to requests related to equity admin matters received by the corporate team from various departments within the company, including the Equity Administration team within the finance department.
• Partner with our Equity Administration team to help oversee employee equity plans, including the employee stock purchase plan and international equity plans, grant approvals and administration, RSU releases, and audits.
• Assist Total Awards team in periodic review and maintenance of RSU agreement forms.
• Miscellaneous
• Oversee corporate insurance administration by acting as the primary liaison between the insurance broker and the company, providing certificates of insurance to company clients as required, assisting in contract negotiations relating to insurance coverage and leading the renewal process.
• Maintain corporate records, minutes, and associated corporate governance and subsidiary management databases.
• Assist in the administration of special Legal team corporate projects, including putting together PowerPoints and other presentations. Provide research and drafting support on governance trends, benchmarking and best practices as required.
• Communicate with and build and maintain positive relationships with internal clients and external service providers.

Education Requirements

• B.A.
• Paralegal certificate is preferred

Work Experience Requirements and other qualification

• sMinimum 5 years of corporate legal/ paralegal experience performing some or all of the tasks noted above ideally in a public compan
• yExperience supporting a corporate secretary team and working with a board of directors; familiarity with SEC and Section 16 reporting rule
• sExcellent organizational skills, with the ability to manage multiple priorities in a fast-paced environment and coordinate across function
• sDedicated, diligent and professiona
• lAbility to work independently, take on extra responsibility and act as a leader, while also being collaborative, communicative and a team playe
• rExceptional attention to detail, discretion and judgment in handling sensitive matter
• sStrong written and verbal communication, including drafting skill
• sExperience interacting on a day to day basis with various high seniority stakeholders, including the General Counsel and legal team, internal clients, external counsel and insurance broker

**s

Technical Skil**
l

• s:Excellent skills with Microsoft Word, Excel and Power Poin
• t.Ability to leverage contract lifecycle tool and other legal automation apps/ tool
• s.Familiarity with BoardVantage, Nasdaq, Fidelity and C T Corp. (HCue) platforms ide

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