Farmer Brothers Company

  • Corporate Governance Specialist

    Job Locations US-TX-DALLAS-FORT WORTH | US-TX-Northlake
    Job ID
    2018-2141
    Category
    Legal
  • Overview

    The Corporate Governance Specialist will be responsible for overseeing most aspects of record creation, collection and maintenance for the board of directors and its committees, including the logistics of board of director and committee meetings and communications. In addition, this person will be responsible for maintaining Farmer Bros. Co.’s corporate entities and developing processes to improve the efficiency, organization and access to such subsidiary records. The Corporate Governance Specialist will also provide support to in-house attorneys and other members of the company’s Legal Department by managing certain other matters, such as the maintenance of corporate and entity records; business permitting and licensing; and other administrative and regulatory matters. This individual may also periodically support other functional areas within the Legal Department as needed.

    Responsibilities

    • Attends board and committee meetings and and prepares minutes of meetings as well as develops resolutions and unanimous written consents.
    • Takes charge of board portal system distribution and maintenance.
    • Works directly with Farmer Bros. Co. board and committee chairs and executive officers to assist in the preparation of meeting agendas. 
    • Develops board, committee and compliance calendars and drives against those calendars to keep board and committee processes on time.
    • Manages all board and committee logistics, including coordinating, preparing and distributing board/committee pre-read materials, meeting agendas, notifications and meeting minutes.
    • Prepares all correspondence to the boards/committees and coordinates communication among the board committees and executive officers, employees and stockholders.
    • Partners with the finance, accounting, HR, sales, and other teams to drive the collection of board materials. 
    • Works directly with company personnel in the gathering, reviewing, analyzing and distributing board materials and pertinent information.
    • Researches and stays current with corporate governance and corporate secretarial functions and services. 
    • Plans and coordinates annual meeting of stock-holds. 
    • Coordinates the annual review process for corporate policies. 
    • Files and maintains the annual state report filings for Farmer Bros. Co. entities.
    • Coordinates logistics of company disclosure committee meetings, takes all applicable meeting minutes, in conjunction with Director of Financial Reporting. 
    • Independently formulates, drafts, implements and insures compliance with internal policies and procedures. 
    • Has the ability independently to organize and handle matters requiring a high degree of confidentiality.
    • Develops and implements procedures for prompt and accurate communication to/from/among the board/committees.
    • Support in-house attorneys with the development and implementation of governance policies and best practices.
    • Supports in-hours attorneys and company colleagues with corporate transactions and conducting due diligence. 
    • Performs other tasks as assigned from time to time by the General Counsel and provides administrative or project support to in-house attorneys in other functional areas as needed. 

     

     

     

    Qualifications

    • Bachelor's Degree Required
    • Minimum of 8+ years' corporate secretary and administrative law experience with substantive responsibility for drafting board materials, maintaining records and administering board and committee calendars and related logistics.
    • Commitment to providing excellent customer service to both internal and external clients;
    • Strong communication skills and comfort in dealing with senior executives and directors; 
    • Substantive knowledge and understanding of the application of laws and regulations regarding corporate governance, state corporate laws and federal/state securities laws and regulations, with an emphasis on the State of Delaware and State of Texas corporation's laws preferred;
    • Ability to motivate and work with and through others to achieve desired results;
    • Familiarity with advanced legal concepts and terminology, format of legal documents, legal research and writing.
    • Advanced experience working with legal databases (Westlaw/Lexis);
    • Strong working knowledge of MS Office Software (Excel, Access, Word, Outlook, PowerPoint);
    • Proficiency in board portal systems, preferably BoardVantage;
    • Strong legal research, writing, and analytical skills;
    • Sensitivity to, and ability to preserve, confidentiality of information;
    • Ability and willingness to move with purpose and a strong sense of urgency and work within strict time-frames and deadlines;
    • Accuracy and attention to detail;
    • Ability to work independently and as part of a team;
    • Ability to organize and prioritize a large volume of concurrent tasks;
    • Ability to establish and maintain effective working relationships with others;
    • Ability to work extended hours and days, as needed, to accomplish assigned responsibilities. 

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