Associate - Corporate Secretarial Global Support

Counsel & Assistant Corporate Secretary - IN

The Counsel & Assistant Corporate Secretary maintains all required official corporate fillings, documents, reports, and records according to applicable laws and regulations. Working independently under limited supervision, this job reviews that the records of the Board's actions during a Board meeting, reflect the proper exercise of fiduciary duties. This job assists the Corporate Secretary through coordinating, facilitating and recording the activities of the Board Committee as well as providing advice on policy and process to senior management.

Key Responsibilities and Duties
- Organizes Board agenda information packages for Board members and prepares official corporate Board and Committee minutes.
- Maintains official corporate records, notices, and actions as required by federal, state, and local jurisdictions and by other regulatory authorities.
- Maintains stockholder lists and relations with registrar and transfers agent, and responds to routine inquiries from security holders.
- Verifies corporate legal documents are in compliance with all applicable laws and regulations.
- Assists in the coordination of agenda for Board of Directors and shareholder meetings and ensures meeting notes are recorded and applicable next steps are completed.
- Provides support to the Corporate Secretary in carrying out duties related to the effective governance and performance of the Board.
- Provides legal expertise to other departments where needed and leading and directing the work of others.
- Plans all aspects of an organization's legal affairs and ensuring maximum protection of its legal rights.

Educational Requirements
- University (Degree) Preferred

Work Experience
- 3+ Years Required; 5+ Years Preferred

Physical Requirements
- Physical Requirements: Sedentary Work

Career Level

7IC

Position Summary:

- In this role, you will have the opportunity to support the Office of the Corporate Secretary (‘OCS’) team in the U.S. with subsidiaries’ governance including but not limited to managing virtual meetings of the Board & Committees, maintaining up-to-date corporate records, managing legal entities’ information on CSC, performing reconciliations, providing advisory & support on other governance related matters of the organization.

Key Duties & Responsibilities:

- Supporting the OCS team with subsidiaries’ governance for multi-jurisdictional entities (primarily U.S.) and, through that support, ensuring TIAA’s compliance with various regulations and legal standards.
- Coordinating virtual meetings of Board & Committees including preparing, reviewing and assembling materials to be used in meetings, engaging with directors, management & the members of the OCS team on such board related matters.
- Maintaining up-to-date corporate records including charters and bylaws, Board and Committee meeting materials and minutes and other business critical documents.
- Performing in depth analysis and review of investments made by TIAA / Nuveen to determine Preliminary Information Report (‘PIR’) filing requirements with New York State Department of Financial Services (‘NYDFS’), preparing/coordinating information for internal or external reports.
- Managing TIAA’s legal entity management system, performing reconciliations to ensure the legal entities’ information is kept up to date at all times.
- Liaising with our partners in the Asia Pacific, Europe and U.S. regions as well as with auditors and external legal advisers.
- Performing other related tasks and support ad hoc projects as necessary.

Management/Leadership Responsibility:

- NA

Budget Responsibility:

- NA

Impact of Role
- Regulatory

Area of Impact - Business

Skills Required
- ICSI qualified with at least 5-7 years of experience in a similar role;
- Legal qualifications and experience preferred;
- Excellent knowledge of governance best practices, relevant issues, statutory requirements and regulations, including Delaware corporate law;
- Experience in handling similar work with peer firms;
- Excellent interpersonal, written and verbal communication skills;
- Ability to work in a challenging environment and meet significant deadlines consistently;
- Methodical attention to detail and accuracy, analytical, result oriented & problem solver with strong work ethics;
- Team player with excellent collaborative and organizational skills;
- Flexibility to work during Eastern Standard Time, as necessary;
- Familiarity with investment products, including private equity investment vehicles and mutual funds, will be considered an advantage;

Functional Knowledge Required
- Prior working experience of any legal entity management system (GEMS, CSC or similar) will be considered an added advantage.
- Proficient in Word, PowerPoint, Excel and Outlook.

Job Requirements And Qualifications:
Required Education:
BA/BS

ICSI qualified

Preferred Education:
Masters

LL.B

Required Experience:
5-10 years, In Domain ex