Corporate Governance Manager

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Job Description

Are you ready to join a dynamic team that oversees our Corporate Governance program? We currently have an opportunity for a Corporate Governance Manager to join our Legal team. This role is critical to driving our governance initiatives, supporting our board of directors, ensuring day-to-day tasks are completed with excellence, and strategically evolving our governance program for future success. This individual will function as a liaison with the board of directors and committees of the board, communicate with directors, senior executives, outside attorneys, auditors, and other parties that interact with the senior most leaders of our organization.

WHO YOU ARE

• Have a background in corporate governance and deep knowledge of corporate governance for a large publicly traded company and related processes
• Extremely organized, sound judgment, and meticulous attention to details
• Own and solve problems
• Able to prioritize assignments from multiple stakeholders and adhere to deadlines
• Agile and quick to reprioritize and redirect others when things change
• Take initiative and provide support proactively
• Demonstrate the highest level of professionalism and maintain strict confidentiality

WHAT YOU WILL DO

• Overall responsibility for corporate governance management
• Assist the General Counsel and Assistant General Counsel, Corporate & Securities in a variety of corporate governance, board of directors support, securities, and transactional legal matters.
• Ensure the smooth functioning of the board and its committees, including preparing agendas, organizing/distributing materials for board and committee meetings, and recordkeeping of meeting materials
• Manage logistics for board and committee meetings, including coordinating travel arrangements, meeting activities (whether physical or virtual), tracking attendees, overseeing catering and IT for meeting support, and overall organizing a seamless meeting process
• Assist with planning, preparation, and execution of the annual meeting of shareholders
• Manage corporate records and minute books, including activities of the stock transfer agent
• Prepare board and committee minutes, resolutions, and certificates
• Maintain annual compliance calendars and ensure organizational compliance
• Maintain board, committee, and governance information on public website
• Support internal audit teams to provide evidence of compliance with policies and Sarbanes Oxley requirements
• Oversee the quarterly dividend issuance process, working with the treasury and communications teams, coordinating with the transfer agent, and reporting dividend distributions to the NYSE
• Prepare and submit NYSE annual and interim affirmations/certifications
• Prepare and file SEC Section 16 statements for director and executive officer stock transactions
• Develop and manage annual and long-range plan for board budgets
• Evaluate policies and procedures relating to corporate governance, revise as appropriate, and lead implementation of the revised/new policies and procedures
• Manage director and executive officer onboarding and offboarding
• Administer annual board self-evaluation processes and prepare related documentation
• Manage annual Director & Officer questionnaire process and independence reviews
• Coordinate director independence reviews and prepare memoranda and resolutions for director outside board appointments
• Support proxy statement process, including managing timeline, managing outside vendors, and updating director attendance, skills matrix, biographies, and beneficial stock ownership tables
• Perform data verification and peer group submissions with proxy advisors
• Coordinate insider trading communications and manage trading blackout periods
• Support financing and M&A transactions, including due diligence efforts, data room management, and closing procedures
• Lead ad-hoc research and other projects as needed

WHAT YOU BRING

• Paralegal certificate with an ABA-accredited program and 7-10+ years of relevant experience or Bachelor’s degree and 12-15+ years of relevant experience
• Possess a North Carolina Notary Public credential or obtain within 90 days of hire date
• National or state paralegal credential is a plus
• Strong computer skills required; ideally with prior experience working with Diligent Board Portal and Workiva Wdesk software platforms

Benefits of Joining Albemarle

• Competitive compensation

• Comprehensive benefits package

• A diverse array of resources to support you professionally and personally.

We are partners to one another in pioneering new ways to be better for ourselves, our teams, and our communities. When you join Albemarle, you become our most essential element and you can anticipate competitive compensation, a comprehensive benefits package, and resources that foster your well-being and fuel your personal growth. Help us shape the future, build with purpose and grow together.