Counsel, Corporate Securities

Location : CityStateForPosting New York, NY
Job Locations
US-NY-New York
Brand
ViacomCBS
Job Type
Full-Time Staff
iCIMS ID
2020-14470

About The Brand

ViacomCBS (NASDAQ: VIAC; VIACA) is a leading global media and entertainment company that creates premium content and experiences for audiences worldwide. Driven by iconic consumer brands, its portfolio includes CBS, Showtime Networks, Paramount Pictures, Nickelodeon, MTV, Comedy Central, BET, CBS All Access, Pluto TV and Simon & Schuster, among others. The company delivers the largest share of the U.S. television audience and boasts one of the industry's most important and extensive libraries of TV and film titles. In addition to offering innovative streaming services and digital video products, ViacomCBS provides powerful capabilities in production, distribution and advertising solutions for partners on five continents.

Overview and Responsibilities

This Counsel position will be an integral member of a team that advises and supports ViacomCBS’s Board of Directors and its committees and ensures the proper functioning of the Board; prepares the company’s SEC filings and other public disclosure documents; plays a key role in the company’s annual/quarterly earnings announcements; leads compliance with NASDAQ listing rules; supports the annual meeting of stockholders; counsels other corporate departments (e.g., Investor Relations, Corporate Communications and Controller’s groups) on various matters; monitors and analyzes regulatory developments in these areas and implements changes as appropriate.

The Counsel position coordinates the company’s corporate governance, NASDAQ and Delaware law compliance. It involves exposure to senior executives and Board members and requires the ability to assess the company’s legal obligations, develop creative solutions to challenging problems and extract key business decisions from high-level individuals.

Duties and Responsibilities

  • Legal support for the ViacomCBS Board of Directors and its committees, including drafting and distributing materials, coordinating implementation of the director compensation program, coordinating various aspects of Board and committee meetings and handling various between-meeting Board and committee activities
  • Drafting, reviewing, advising on and submitting SEC filings and other public disclosures, including Proxy Statements, Registration Statements, Section 16 beneficial ownership reports and certain Current Reports on Form 8-K
  • Advising on compliance with NASDAQ listing standards and handling NASDAQ submissions
  • Leading various general corporate matters, including organizing the annual meeting of stockholders and related proxy voting and stockholder delivery and access mechanics, and assisting with our D&O insurance program
  • Drafting and negotiating commercial agreements in these areas
  • Developing and implementing policies, practices and critical initiatives across all teams
  • Supporting other members of the team with the quarterly earnings process, Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, compliance with Regulation FD, Sarbanes-Oxley compliance and other related matters, as needed
  • Providing such other assistance and support as may be required from time to time in areas outside of those specified above
  • Experience in 162(m) and 409A compliance not required but highly valuable

Basic Qualifications

  • J.D. Degree from an accredited law school
  • Admitted to practice law in New York State and in good standing; or qualified to promptly register as in-house counsel in New York State
  • 3+ years experience and proven success advising clients at a major law firm and/or in an in-house position

Additional Qualifications

  • Excellent analytical, oral and written skills, with ability to analyze and apply complex laws and regulations and communicate clearly and effectively both in writing and orally with clients and colleagues at all levels
  • High ethical standards and trustworthiness with confidential matters
  • Experience in demonstrating strong client relations abilities, working across domestic and international jurisdictions
  • Excellent work ethic, organizational skills and the ability to run numerous projects simultaneously in a fast paced environment
  • Experience providing advice to publicly-held companies

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