Senior Corporate Counsel & Assistant Company Secretary
Job Summary - a concise overview of the job
The Senior Corporate Counsel and Assistant Company Secretary possesses strong legal and business acumen and works cross-functionally within the organization and with outside counsel to help execute Endo’s growth strategy. This person will be the primary SEC attorney for the Company, advising on both ’33 Act and ‘34 Act matters, NASDAQ and other exchange matters. as well as drafting and reviewing all SEC filings from quarterly, current and annual reports, to registration statements, proxy statements, private placement memoranda and Section 16 filings. This role will also provide legal support to the Finance and Treasury departments, including in connection with financing transactions, to the Executive Vice President, Chief Legal Officer and Company Secretary in connection with corporate governance matters and corporate development transactions, including integrations, and to the business units and functions in connection with agreement preparation and negotiation.
All incumbents are responsible for following applicable Division & Company policies and procedures.
Scope of Authority - span of control (work unit, site, department, division, etc.), monetary value of budget/spend authority ( capital, operating, etc.), P&L responsibility, etc.
Endo International plc corporate-wide counsel and initiatives
Key Accountabilities - key outcomes/deliverables, the major responsibilities
% of Time
Finance Dept. Legal Counsel
Provide legal support to the Finance, Tax and Treasury departments, including in connection with transactions. Supervise external counsel in connection with such support.
Draft/provide legal review of all SEC filings from quarterly and annual reports to registration statements, proxy statements, private placement memoranda and Section 16 filings. Supervise external counsel in connection with the foregoing.
Support Executive Vice President, Chief Legal Officer and Company Secretary, as well as other Assistant Company Secretary, on corporate governance matters and corporate development transactions, including organizing/memorializing Board of Directors meetings, merger/acquisition transactions and integrations. Supervise Associate Legal Counsel based in Dublin, Ireland on related matters.
Support business units in connection with agreement preparation and negotiation.
Education & Experience
Minimal acceptable level of education, work experience and certifications required for the job
§ Law degree from an accredited institution.
§ 10 years of experience in the corporate finance/securities/transactions group of a well-regarded multi-national company or law firm.
§ Significant experience in drafting and advising on corporate finance matters and SEC reporting.
§ Pharmaceutical/life sciences industry experience is preferred.
Proficiency in a body of information required for the job
e.g. knowledge of FDA regulations, GMP/GLP/GCP, Lean Manufacturing, Six-Sigma, etc.
§ 1933 Act and 1934 Act requirements for a U.S. public company.
§ Knowledge of debt covenants.
§ General transaction/corporate law knowledge.
Often referred to as “competencies”, leadership attributes, skills, abilities or behaviors that may be enterprise, functional or job specific ( e.g., coaching, negotiation, calibration, technical writing etc.)
§ Business focus and ability to work with management to achieve growth and profitability goals.
§ Strong legal knowledge of corporate and securities law.
§ Excellent SEC drafting skills.
§ Superior legal and business judgment and client counseling skills.
§ Ability to interface with bank counsel, as well as Finance and treasury management.
§ Strong leadership presence.
§ Capable of thriving in a team-oriented, fast-paced, lean and dynamic organization.
§ Excellent writing, negotiating, and communication skills.
§ Superior analytical and risk assessment skills.
§ Exercises due care, skill and diligence in executing the responsibilities of the position.
Physical & mental requirements e.g. lift 40 pounds, walk across plant/warehouse, business travel (% of time), driving as part of work responsibilities, etc.
§ Business travel is typically up to 10% of time; may exceed 10% as business needs dictate.
Disclaimer: The above statements are intended to describe the general nature and level of work performed by employees assigned to this job. They are not intended to be an exhaustive list of all duties, responsibilities, and qualifications. Management reserves the right to change or modify such duties as required.