Corporate secretary job description

Starr Insurance Companies is a global insurance and investment organization providing property and casualty insurance solutions to business and industry, and one of the fastest-growing insurance companies in the world.Our talentedand experienced associates manage risk and ultimately support the profitable growth of organizations in a dynamic, competitive and ever-changing marketplace. Join us and become part of our talented and passionate workforce.

The Corporate Administrator - Office of the Corporate Secretary will support the administrative functioning of the Office of the Corporate Secretary and Investments team. This includes providing support to the corporate governance, investments, and contract management functions at Starr Insurance Companies.
Principal Duties and Responsibilities:

Corporate Governance

Aid with preparation of board meeting agendas, minutes and resolutions; assist with compilation of paper and electronic copies of materials for distribution. File board meeting minutes, resolutions, and entity consents for all worldwide legal entities in electronic and paper copy, as applicable, according to recordkeeping protocols Provide assistance in responding to Know Your Customer ("KYC") requests for bank account openings, third party compliance requests and miscellaneous corporate transactions. Assist with the maintenance of corporate secretarial entity management databases and document portals.


Investments


Provide assistance in the maintenance of a master investments tracking database. Create, update as needed, and circulate organizational charts using Microsoft Visio. Provide administrative assistance in corresponding with funds regarding portal access, contact updates, address changes, and KYC requests. Obtain signatures on various legal documents using DocuSign. Perform administrative follow-ups with funds after closing.


Contract Management


Assist with maintenance of contracts database. Follow a designated process to file executed contracts submitted to the Office of the Corporate Secretary. Assist with monitoring, updating, preparing reports and filing Nondisclosure Agreements in Onit. Filing of original documents in legal library as needed.


Qualifications


At least 3 years' experience as an administrative assistant in a corporate or law firm environment Very strong communication, attention to detail, and organizational skills Ability to interact with personnel from all levels of the organization Ability to multi-task and prioritize workload to meet deadlines in a fast-paced, dynamic environment Must be able to keep company information and data confidential Highly motivated, detail oriented and able to work in a team environment Proficiency with Microsoft Word, PowerPoint, Visio and Excel are required


Except as required by law, Starr requires all applicants and employees to be fully vaccinated in accordance with the CDC guidelines.

LifePoint Health- Health Support Center

LifePoint Health has an opportunity for a Managing Counsel Corporate Governance and Corporate Secretary. This position is located in Brentwood, TN.

LifePoint Health is a leader in community-based care and driven by a mission of Making Communities Healthier. Our diversified healthcare delivery network spans 29 states and includes 63 community hospital campuses, 32 rehabilitation and behavioral health hospitals, and more than 170 additional sites of care across the healthcare continuum, such as acute rehabilitation units, outpatient centers and post-acute care facilities. We believe that success is achieved through talented people. We want to create places where employees want to work, with opportunities to pursue meaningful and satisfying careers that truly make a difference in communities across the country.

The Managing Counsel Corporate Governance and Corporate Secretary (MCCGCS) is responsible for oversight and management of the corporate governance activities of the Company and its subsidiaries and joint ventures, including, as applicable, compliance with the rules and regulations of the Securities and Exchange Commission and/or applicable stock exchanges, corporate statutes in all states in which the Company and its subsidiaries are formed or qualified to do business and corporate compliance with the Company's governing documents and financing arrangements. The MCCGCS leads and manages the Company's ESG program. The MCCGCS additionally leads the Company's equity incentive program and is responsible for the administrative functions of the Corporate Secretary role with respect to LifePoint Health and the LifePoint Health Board of Directors.

• Establish, implement and monitor policies and procedures for the Company and its subsidiaries and advise on corporate governances strategies to reduce legal and compliance risk, including the establishing of corporate and officer structure.
• Develop, lead and manage the Company's Environmental, Social and Governance ("ESG") program by (i) establishing and chairing a multi-disciplinary committee to develop and implement strategies, processes and procedures to identify Company-wide ESG goals that relate to the ESG priorities of the Company's investors; (ii) publishing an annual ESG report to investors and other stakeholders; and (iii) advising other Company leaders with respect to ESG matters.
• Fulfill the role of Corporate Secretary and manage LifePoint board operations to ensure compliance with governing documents and board processes, serve as a resource to executive management and the Company's board of directors with respect to such board operations, and maintain a current working knowledge of SEC and NYSE/NASDAQ governance and filing requirements, other corporate governance issues and corporate secretarial functions and services.
• Administer employee equity ownership program, including education of employees and other stakeholders regarding equity ownership, maintenance of accurate records of ownership documents, stock ledger and equity management database, and compliance with SEC and other investment regulations.
• Act as the Medicare-approved Authorized Official for all hospital and physician practice entities.
• Oversee certain investor-related responsibilities, including required quarterly and annual reporting processes in compliance, if applicable, with Apollo's Delegation of Authority Policy.
• Oversee the creation and maintenance of electronic platforms to support Company-wide corporate governance operations, including entity management and hospital license management.
• Oversee the registration, maintenance and monitoring of the Company's intellectual property to protect trademarks from potential violations by third parties

Job Requirements

Education: Master's degree in Criminal Justice, Law, Business or related field.

Experience: 15+ years of experience

Benefts:

At LifePoint, our Mission of Making Communities Healthier extends to our employees. We offer an excellent total compensation package, including a competitive salary and benefits. Some of our benefits include 401k, flexible PTO, generous Employee illness benefit (EIB), medical, dental, vision, tuition reimbursement, and an Employee Assistance Program. We believe that happy, healthy people have a passionate engagement with life and work and have designed our package to enhance your wellbeing.

LifePoint Health is committed to providing Equal Employment Opportunities for all applicants and employees and complies with all applicable laws prohibiting discrimination against any employee or applicant for employment because of color, race, sex, age, religion, national origin, disability, genetic information, gender identity, sexual orientation, veterans' status or any other basis protected by applicable federal, state or local law.

The Corporate Secretary will be accountable for federal securities law compliance and corporate governance programs of the enterprise, including the following core responsibilities. The position will report directly to the Senior Vice President, General Counsel, be based at the Company's Secaucus, NJ, headquarters and be a member of the Legal Department's management team.

* Responsibility for Quest Diagnostics' regulatory obligations under the federal securities laws (including the '33 Act and the '34 Act) and NYSE listing obligations and rules, including:

* Advising the senior leadership team on U.S. securities law compliance, NYSE obligations, corporate governance matters, disclosure best practices and trends;

* Preparing and filing required periodic and current reports with the SEC, including Forms 10-K, 10-Q, 8-K, and 11-K, proxy statements, registration statements and Section 16 reports;

* Reviewing earnings releases, press releases and other investor-focused materials for securities law compliance and disclosure considerations, including slides, scripts and talking points;
* Managing Quest Diagnostics' insider trading program;
* Co-leadership of the Disclosure Committee; and
* Ensuring proper disclosure controls and procedures.
* Supporting the Board of Directors in all board matters, including:
* Attending all Board and Committee meetings;
* Advising on corporate governance matters and counseling on new and developing corporate governance practices;
* Preparing, maintaining and ensuring compliance with key governance policies;
* Drafting and maintaining minutes for all Board and Committee meetings;
* Preparing and maintaining Board and committee materials and documents;
* Maintaining relations and addressing matters raised by proxy advisors;
* Advising on key corporate governance matters; and
* Developing, coordinating and contributing to director orientation and training programs.
* Responsibility for all aspects of stockholder engagement, including:
* Preparing and managing Quest Diagnostics' annual stockholders meeting;
* [Co-]Leadership of the Company's stockholder engagement program;
* Advising on engagement efforts with proxy advisory firms and governance and ESG rating firms;
* Managing stockholder proposal processes;
* Managing and overseeing stock transfer matters and the Company's registrar and transfer agent.
* Provide legal support for Treasury activity, including corporate finance (e.g., credit facilities), ISDAs, share buybacks and capital markets transactions (e.g., bond and other securities offerings)
* Provide legal support for executive compensation and equity-based compensation programs, working closely with Human Resources
* Support for the Company's ESG/Sustainability program and initiatives, including stakeholder alignment, engagement and communications
* Corporate secretarial and subsidiary management for the entire Quest Diagnostics enterprise
* Provide general legal support for the Investor Relations and Corporate Communications functions
* Participate in the management of the Legal Department
* Managing and developing corporate paralegals
* Supporting Quest Diagnostics' acquisition, divestiture and other strategic activities
* Manage outside counsel relationships in coverage areas
* Legal oversight of the Company's Authorization Matrix
* Manage 2 - 3 direct reports
* Up to 25% travel

Qualifications

* Competitive candidates will have a J.D., be duly licensed to practice law
* Unquestioned integrity and excellent judgment
* Natural leader with executive presence, motivates and inspires; interpersonal savvy, with ability to build followership and credibility at all levels of the organization
* Intellectually curious
* Customer-focused, action-oriented problem solver with ability to drive for results and provide practical solutions (or paths to resolution) on complex matters
* Strong business acumen, able to effectively and appropriately balance legal and business considerations
* Able to develop relevant, practical policies and processes to implement best practices, mitigate risk and drive results
* Able to work effectively and thrive in a fast-paced, lean environment; calm under pressure
* Team player with strong collaborative orientation
* Exceptional negotiation and verbal and written communication skills, able to convey complicated information in an understandable and engaging way
* Culturally savvy, agile and able to operate successfully in a matrixed environment, fostering strategic alignment
* Driving continuous improvement and implementing best practices
* Cost effectively managing external resources
* Strong project management skills
* Strong corporate, commercial or transactional experience
* Adaptable and willing to flex to help with matters outside core responsibilities