SVP, General Counsel and Corporate Secretary

Nebraska State Bar Association; New York (NY); Hybrid; USD 220,000 - 250,000; Full time

Job summary

An established industry player is seeking an experienced legal professional to serve as the SVP, General Counsel, and Corporate Secretary. This role involves providing legal guidance on a variety of matters, including corporate governance, regulatory compliance, and contract negotiations. The successful candidate will have a strong background in financial services law and will be responsible for overseeing legal disputes, managing external counsel, and ensuring compliance with all legal requirements. This position offers an exciting opportunity to influence strategic business decisions and enhance the legal framework of a prominent organization. If you are passionate about law and looking to make a significant impact, this role is for you.

Qualifications

• 10+ years of experience in financial services with strong legal knowledge.
• Excellent understanding of banking law and regulatory issues.

Responsibilities

• Provide legal guidance to the Board and senior management.
• Oversee legal disputes and manage external counsel.
• Review and negotiate significant contracts and leases.

Skills

Legal Advice

Regulatory Compliance

Contract Negotiation

Corporate Governance

Conflict Resolution

Education

JD

New York State Bar Membership

Tools

SEC Filing Systems

Legal Research Tools

Job description

Title: SVP, General Counsel, and Corporate Secretary

Department: Legal Department

Reports to: President and Chief Executive Officer

Position Summary: Provides legal guidance to the Board of Directors and senior management of Carver Bancorp, Inc., and Carver Federal Savings Bank (collectively “Carver”) on a wide range of issues including public company matters, securities offerings and private placements, regulatory compliance, lending transactions, commercial contracts, banking operations, and real estate and leasing matters. In addition, serves as the Corporate Secretary of Carver and manages all corporate governance functions and duties, including the Annual Shareholders’ Meeting and interaction with shareholders and external stakeholders of the company and the bank.

Essential Duties and Responsibilities

Legal Advice and Strategy:

• Advise and support the Board of Directors and senior management on critical strategic business decisions and legal matters.
• Analyze legal risks associated with new business initiatives and develop mitigation strategies.
• Allocate legal resources effectively across different business units as required to support bank activities and operations.
• Support the company’s Investor Relations Program.

Regulatory Compliance:

• Monitor and analyze applicable federal and state banking laws and regulations.
• Partner with the Compliance Department to coordinate with federal regulators on regulatory examinations and related compliance matters.
• Monitor and provide reports and documentation related to enforcement orders and federal agency filing requirements.
• Collaborate with departments to ensure legal compliance in all operations.

External Counsel and Litigation Management:

• Oversee all legal disputes, including contract disputes, consumer litigation, and employment actions.
• Supervise and coordinate with external counsel to manage litigation and minimize legal exposure.
• Coordinate with external counsel to manage and provide legal advice for public company and regulatory matters, banking law and operations matters, and lending and transactional matters.
• Coordinate with the Lending and Credit Departments to provide closing counsel services and appropriate legal advice and guidance.

Contract Review and Negotiation:

• Review and negotiate all significant contracts related to commercial activities, lending, leasing, deposit accounts, and other banking products.
• Coordinate with Facilities Management to monitor branch leases and negotiate new leases or renewals.
• Ensure all contracts and leases comply with legal requirements and protect the bank's interests.
• Coordinate with the IT Department on vendor management requirements and documentation.

Corporate Governance:

• Advise the Board of Directors on legal matters related to corporate governance practices, and schedule, plan and manage all Board and committee meetings.
• Prepare and review corporate documents, including bylaws, minutes, and resolutions.
• Supervise the drafting of the Company’s Proxy Statement and the administration of the Annual Shareholders’ Meeting.
• Support the Company’s Form 10-Q and 10-K financial reporting processes and manage other required SEC and Nasdaq regulatory filings.
• Coordinate with external counsel to manage the Company’s Form 8-K reporting and filing process with the SEC.
• Partner with the Finance and Accounting Department to coordinate and manage activities with the Company’s transfer agent.
• Partner with the HR Department to manage activities with the Company’s stock award administrator.

Qualifications

• JD and New York State Bar.
• 10+ years of related experience in the financial services area (transactional expertise preferred).
• Excellent knowledge of financial services/banking law and regulatory issues, including SEC and FRB regulatory filings (Forms 8-K, 10-Q, 10-K, and FR Y-6).
• Strong knowledge of public company legal matters and corporate governance, including drafting of annual proxy statements and company reports, and management of the Annual Shareholders’ Meeting.
• Strong negotiation and conflict resolution skills.
• Ability to handle multiple tasks and assignments and meet deadlines.

Work Location: Onsite four days a week - Harlem, New York. Fridays remote.

Salary: $220,000 - $250,000 based on experience.

Active New York State Bar membership.