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As a Fortune 500 company and one of the largest omnichannel retailers in the world, Macy’s has a full legal team with exposure to every aspect of the business, from marketing and property development to human resources and external relations. You’ll work collaboratively on multiple projects with smart, creative people and enjoy excellent work-life balance.
The Senior Counsel will effectively and efficiently provide legal counsel and support to the Accounting, Corporate Secretary, Executive Compensation, Financial Reporting, Investor Relations, Tax and Treasury organizations. This position will be responsible for the company's corporate and securities legal matters, overseeing SEC reporting, advising on securities, corporate governance and SEC disclosure issues, advising on transfer agent and shareholder matters, supporting board and committee meetings, advising on executive compensation and equity plan matters, and advising on mergers and acquisitions, as well as corporate finance and general corporate legal matters. Perform other duties as assigned. This position is based out of Downtown Cincinnati, OH.
• Extensive participation in corporate secretary matters such as shareholder, board and committee meeting support, including preparation of notices of meetings, agendas and other meeting-related materials, resolutions, minutes, and actions by unanimous written consent.
• Extensive participation in preparation of SEC filings, including registration statements, Forms 10-K, 10- Q, SD and 8-K, proxy statement, and Section 16 reporting.
• Extensive participation in corporate governance and structure matters, including entity formation and maintenance, annual meeting matters, shareholder inquiries and proposals, proxy solicitations and filing requirements, detailed knowledge of the duties of officers and directors, "best practices" including SEC and public company governance and disclosure requirements, and general corporate law and contract matters.
• Advising on and ensuring compliance with securities-related regulatory matters including NYSE listing standards, Regulation FD, insider trading, Sarbanes-Oxley Act, Dodd-Frank Act and executive compensation and stock plan matters.
• Advising on corporate finance matters, including banking and revolving credit agreements, commercial paper agreements, bond indentures and rating agency matters.
• Assisting in strategic transactions involving the mergers, acquisitions, divestitures and reorganizations of legal entities, including due diligence investigations, the drafting of contribution agreements, stock and asset purchase agreements, transaction agreements and other corporate documents, and managing the closing process.
• Performing advanced legal and factual research.
• Supervising the work of two legal assistants.
• May assign, direct and review the work of less senior lawyer’s and-paralegals.
• Regular, dependable attendance & punctuality.
• Law degree from an accredited law school and member of OH other state bar with ability to meet OH license requirements; at least 10 years of relevant law firm or in-house experience with public company securities, compliance and corporate governance.
• Significant experience with NYSE rules and regulations,'34 Act rules, SEC interpretations and relevant provisions of the Sarbanes-Oxley and Dodd-Frank Acts required.
• Familiarity with public company accounting, tax and finance processes, terminology, systems and issues, including a basic knowledge of financial statements, GAAP accounting and tax matters preferred.
• Ability to read, write, and interpret instructional documents such as reports and procedure manuals.
• Ability to read and interpret complex laws, rules and regulations.
• Excellent communications skills, both verbal and written.
• Ability to make confident and practical decisions.
• High level of professionalism, diplomacy and judgment in order to interact with members of the board of directors, senior management and shareholders.
• Strong interpersonal skills with the ability to stand firm on issues with business clients when necessary.
• Must have above average mathematical skills, including the ability to compute rates, ratios, and percentages, and the ability to work with mathematical concepts such as probability and statistical inference.
• Must be able to work independently with minimal supervision.
• Ability to work under pressure and prioritize and manage workload; ability to manage simultaneous tasks and meet tight deadlines.
• This position involves extended periods of sitting and the extensive use of computer and the office equipment. May involve stooping, kneeling, or crouching. Involves close vision, color vision, depth perception, and focus adjustment.
• May involve occasional overnight travel.
• Ability to handle high pressure situations, tight deadlines and high profile scrutiny of work product.
• Attention to detail and strong execution skills are essential.
• Ability to work well in fast-paced, collaborative team environment. Strong interpersonal client skills.
• Ability to collaborate with and supervise others.
• Sound practical judgment and strong client relations skills.
• Maintain up-to-date knowledge and a thorough understanding of legal issues and developments in corporate and securities law, corporate governance best practices, legal requirements, compliance, and external and internal reporting responsibilities.
• Detail-oriented and resourceful with excellent follow-through skills.
• Ability to work a flexible schedule based on department and store/company needs. Ability to occasionally travel and stay overnight
Working at Macy’s makes you part of more than 150 years of innovation, tradition, and business success.From a single New York City dry goods store in 1858 to one of the nation’s premier omnichannel retailers, we’ve continued to innovate, grow, and succeed thanks to the amazing ideas, energy, and enthusiasm of our associates.Macy’s, Inc. operates about 885 stores in 45 states, the District of Colum...bia, Guam, and Puerto Rico under the names Macy’s, Bloomingdale’s, Bloomingdale’s Outlet, Bluemercury, and Backstage as well as macys.com, bloomingdales.com, and bluemercury.com. Our diverse workforce includes approximately 166,900 employees in stores as well as in corporate headquarters in New York and Cincinnati.Working in any role at Macy’s gives you the opportunity to observe, learn, and participate in the business operations of a Fortune 500 company, and because of the breadth and depth of our organization, you’ll find many exciting opportunities to build a rewarding career.Macy’s is deeply rewarded by the efforts, opinions, and creativity of our team. When you join Macy’s, you become part of a team deeply committed to serving our communities and embracing diversity as a valuable strength.