Edwards Lifesciences Veterans Jobs

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Edwards Lifesciences Senior Manager, Corporate Counsel in Irvine, California

Edwards Lifesciences Corporation seeks an experienced corporate attorney for the position of Senior Manager, Corporate Counsel. Working closely with the Corporate Secretary, this role acts as the supporting legal advisor on corporate governance, securities compliance, M&A and subsidiaries' matters. This position reports directly to the Vice President, Associate General Counsel and Corporate Secretary.

This is a unique opportunity to join an innovative, growing medical device company with over 15,000 employees and a well-respected in-house legal department of attorneys.

Responsibilities:

  • Independently responsible for Corporate Subsidiary Management

  • Manage subsidiary formations, dissolutions, and required regulatory filings, including drafting or approving articles and bylaws, in compliance with local requirements

  • Research and analyze laws, rules, and regulations related to routine filings with regulatory agencies, including Secretaries of State and foreign local authorities

  • Prepare and maintain corporate subsidiary minute books including accurate records of all activities

  • Proactively communicate with local management responsible for global subsidiary compliance in all global jurisdictions and coordinate projects as needed

  • Upload subsidiary documents to the department’s central document repository

  • Supports the Corporate Secretary team

  • Ensures that directors are enabled to meet their legal, compliance, and fiduciary obligations

  • Prepares advanced reading materials for Board members related to corporate governance and executive compensation

  • Drafts and maintains key corporate documents, minutes and records

  • Supports the management of director orientation and transition of directors on and off the Board

  • Supports projects assigned by Chairman of the Board, including providing supporting materials that permit the effective conduct of the meeting

  • Provides legal advice on corporate governance matters

  • Monitors outside developments

  • Manages relationships with outside counsel and proxy advisors as needed

  • Ensures compliance with, and maintenance of, corporate governance guidelines and Board Committee charters

  • Provides legal advice on SEC and NYSE compliance matters

  • Drafts agreements and documentation for governance, internal policies and executive compensation matters

  • Manages insider trading program and prepares and files Section 16 reports (I.e., reporting of Forms 3, 4 and 5)

  • Keeps current on the filing and listing requirements for equity compensation programs, stock splits, stock transactions

  • Ensures the accurate and timely filing of annual, quarterly and current reports filed with the SEC, working closely with Corporate Accounting

  • Coordinates with stock transfer agent

  • Supports the Corporate Secretary in preparation for and during the annual meeting of stockholders

  • Assists in the preparation of the proxy statement, working closely with the Corporate Secretary and Human Resources

  • Coordinates meeting logistics and content, working closely with Investor Relations

  • Supports investments and mergers and acquisitions transactions

  • Trusted to assist in representing the company and its Board professionally, thoughtfully, and with the highest standards of integrity

Basic Qualifications:

  • Must have a law degree and be a member of the California bar

  • Minimum 4 years of combined private practice and/or in-house experience in corporate, securities, compliance, corporate subsidiaries, corporate governance and corporate secretarial matters

  • Detailed knowledge and understanding of state and federal laws, NYSE and SEC regulations, and other standards with respect to public company reporting requirements

  • 3+ years of experience handling the preparation and distribution of shareholder, Board of Directors and committee meeting materials

  • 3+ years of experience with filing 10-K, 10-Q, proxy statement, and other SEC required filings accurately and on time

  • Must possess excellent presentation and communication skills and demonstrate executive presence

  • Must be comfortable and confident counseling, interacting and, when necessary, respectfully pushing back, with C-level executives and Directors

  • Excellent analytical, detail-oriented, organized and information seeking skills

  • Excellent organization and time management skills

  • Excellent written and verbal communication skills and interpersonal relationship skills including negotiating and relationship management skills with ability to drive achievement of objectives

  • Recognized as an expert within field and within the organization, both within and beyond own function

  • Expert understanding of related aspects of legal processes and/or systems

Edwards is an Equal Opportunity/Affirmative Action employer including protected Veterans and individuals with disabilities.

Edwards Lifesciences is the global leader in patient-focused medical innovations for structural heart disease, as well as critical care and surgical monitoring. Driven by a passion to help patients, the company collaborates with the world's leading clinicians and researchers to address unmet healthcare needs, working to improve patient outcomes and enhance lives. Headquartered in Irvine, California, Edwards Lifesciences has extensive operations in North America, Europe, Japan, Latin America and Asia and currently employs over 15,000 individuals worldwide.

For us, helping patients is not a slogan - it's our life's work. From developing devices that replace or repair a diseased heart valve to creating new technologies that monitor vital signs in the critical care setting, we focus on helping patients regain and improve the quality of their life.

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