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Copeland · 2 days ago

Senior Manager, Securities & Corporate Governance, M&A

St Louis, MO

Full-time

Hybrid

Mid, Senior Level

3+ years exp

Copeland is a global climate technologies company focused on sustainability. They are seeking a Senior Manager for Securities & Corporate Governance, M&A to ensure compliance with securities laws and internal governance policies while supporting corporate transactions and governance activities.

CleanTechHeating Ventilation and Air Conditioning (HVAC)Sustainability

No H1B

Responsibilities

Assist in the preparation and submission of SEC reports including Forms 10-K, 10-Q and 8-K, proxy statements, and Section 16 filings

Provide strategic support for annual stockholders meetings, including development and preparation of annual stockholders meeting planning worksheet, and manage compliance with other stock exchange listing requirements

Maintain and update insider trading records and support compliance with the company’s securities trading policy, including assisting with the administration of trading plans, insider trading window and special blackout period notices, and pre-clearance and hardship exemption requests

Maintain and update documentation in the global corporate governance platform – including subsidiary and JV entity records, board resolutions, meeting minutes, governance charters, and director questionnaires – and assist in legal entity formation, filings, dissolution, organizational structure charts, etc

Develop and maintain Corporate Governance & Securities Calendar for tracking regulatory and governance deadlines to ensure all filings, governance activities and other requirements are completed on time

Support the Corporate Governance Community of Practice by managing central hub for exchanging best practices, establishing consistent processes, standardizing tools, and tracking cost savings across the company’s global platform

Conduct legal research and monitor regulatory developments related to securities law and corporate governance

Support due diligence efforts and global entity planning – including managing documents and virtual data rooms – for M&A, strategic investments, and capital markets transactions

Provide strategic advice to corporate clients during transaction processes; assess and mitigate potential legal risks associated with corporate transactions; coordinate with internal and external stakeholders throughout the deal lifecycle

Serve as point of contact for internal stakeholders and external advisors across legal, finance, tax, investor relations, human resources, and other functions globally to gather and verify information for public disclosures, legal entity matters, etc

Participate in training, networking, and development opportunities associated with governance and securities-related professional associations (e.g., Society for Corporate Governance)

Qualification

SEC regulationsCorporate governanceM&A transactionsLegal entity managementMicrosoft Office SuiteCommunication skillsOrganizational skillsAttention to detailInterpersonal skills

Required

5+ years as a corporate paralegal, securities and governance manager, or a Juris Doctor (J.D.) with 3+ years of practice experience, preferably in a public company or law firm

Ability to assist with M&A transactions and public company securities reporting

Strong understanding of SEC regulations, corporate governance practices, and public company compliance requirements

Excellent organizational, time-management, communication, and writing skills; attention to detail and follow through

Proficiency in Microsoft Office Suite, legal entity management systems, director portals, and SEC filing platforms (e.g., Diligent, EDGAR, Workiva, Docusign)

Capable of managing multiple priorities in a fast-paced environment for internal clients and external parties globally

Proven ability to handle confidential information and develop trusting, cross-cultural relationships with a high degree of tact, discretion and diplomacy

Professional passion for governance and securities-related matters; tenacity and determination in addressing business challenges and resolving complex issues; positive, proactive, collaborative interpersonal approach; results-oriented