Vice President, Senior Corporate Counsel and Corporate Secretary jobs in United States
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The Estée Lauder Companies Inc. · 2 months ago

Vice President, Senior Corporate Counsel and Corporate Secretary

The Estée Lauder Companies Inc. is a leading global beauty company, and they are seeking a Vice President, Senior Corporate Counsel and Corporate Secretary. This role involves providing legal counsel on corporate governance, securities law compliance, and managing legal aspects of mergers and acquisitions while advising senior leadership and the Board of Directors on regulatory requirements and best practices.

Cosmetics

Responsibilities

Develop and implement corporate governance best practices, ensuring compliance with NYSE listing standards and applicable laws
Advise on board composition, committee structures, governance policies
Manage board and committee meetings (prep of agendas, review of materials, drafting resolutions, maintaining minutes)
Coordinate comms and follow-up actions between the Board, exec leadership, stakeholders
Provide legal counsel on SEC reporting and disclosure obligations (10-Ks, 10-Qs, 8-Ks, proxy statements, Section 16 filings, Schedule 13D and G filings, conflict minerals disclosures)
Advise on exec comp matters, stockholder proposals, stakeholder engagement
Collaborate across departments: IR, Finance, Treasury, Tax, Internal Audit, Communications, HR, and Corp Citizenship & Sustainability to manage securities law compliance
Lead prep/filing of the annual proxy statement, ensuring timely/accurate disclosures
Coordinate with cross-functional teams to compile and review relevant data/materials Corp Secretary Office Mgmt
Oversee daily operations of Corp Secretary's office, including maintenance of corporate records and regulatory filings
Establish/enhance internal processes to support legal compliance and board effectiveness; manage departmental budget, board-related expenditures
Collaborate with IR, Global Comms, HR, and Global Corp Citizenship & Sustainability teams to develop effective stockholder communication strategies
Review press releases, support stockholder inquiries, lead preparation for annual meetings
Collaborate with advisers for Lauder family stockholders
Lead and manage legal aspects of domestic and international M&A transactions, including minority investments
Advise on deal structuring, arrangements with founders/key employees; negotiate key terms/agreements
Draft and review transactional documents (purchase agreements, NDAs, employment and stockholder agreements, closing documents)
Manage outside counsel; coordinate with internal specialists
Support competition law compliance and pre-closing requirements
Support post-closing integration (intellectual property transfers, regulatory updates, resolution of matters from due diligence or that arise post-closing)
Support the legal needs of Treasury team in debt offerings, bank agreements, commercial paper issuances, other treasury-related matters
Build strong relationships with internal leaders, external advisors, transaction counterparties to facilitate collaboration/drive business outcomes
Manage governance processes at subsidiaries around the world
Manage the Corp Secretary’s office and the extended Corporate, M&A and Board Affairs team in daily operations, ensuring efficient/accurate management of corporate records, documents, filings
Establish effective processes and systems to support compliance with legal and regulatory requirements
Prepare and oversee budget; manage expenses in the office and for Board
Collaborate with the General Counsel and Legal function leadership on matters relating to overall functioning/ development of attorneys and other professionals

Qualification

Juris Doctor (J.D.)Securities Law ComplianceCorporate GovernanceM&A TransactionsLegal TechnologyFinancial AcumenBoard SupportPublic Company ComplianceActive Legal MembershipStakeholder ManagementCommunication Strategies

Required

Juris Doctor (J.D.) from an accredited law school
Admission to a State Bar (NY, NJ, CA, DEL, etc.)
Minimum 20 years of legal experience, with significant exposure to securities law, corporate governance, public company operations and M&A
Background in a top-tier law firm and as in-house counsel at a NYSE-listed or NASDAQ public company
In-depth knowledge of U.S. securities laws, corporate governance standards, and public company compliance
Demonstrated experience managing the corporate secretary function, including board support and recordkeeping
Experience with legal technology used (and developing) in the legal and corporate governance areas (e.g., board portals, SEC filings, subsidiary management, electronic invoicing, and M&A)
Strong understanding of expectations of institutional investors, proxy advisory firms, and regulatory bodies
Proven ability to advise boards and senior leadership on governance and compliance matters
Must demonstrate strong financial acumen

Preferred

General knowledge of accounting practices preferred
Active membership in relevant legal and governance organizations (e.g., Society for Corporate Governance)

Benefits

Health insurance coverage
Wellness and family support programs
Life and disability insurance
Retirement savings plans
Paid leave programs
Education-related programs
Paid holidays and vacation time
Many others

Company

The Estée Lauder Companies Inc.

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The Estée Lauder Companies Inc.

Funding

Current Stage
Late Stage

Leadership Team

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Alison Carla
CEO: Chief Operating Officer
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Amanda Hanowitz
Manager, CEO Global Reverse Mentor Program
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