Sr. Manager, Sr. Counsel - Governance & Securities

Center 1 (19052), United States of America, McLean, Virginia

Sr. Manager, Sr. Counsel - Governance & Securities

The Governance and Securities team within Capital Ones Legal Department is seeking an experienced attorney to join a dynamic group of attorneys and other legal professionals who provide counsel and support on corporate governance, securities, and ESG matters. This important role within the organization supports Capital Ones Board of Directors and its committees, a broad range of corporate governance matters, and various executive compensation and securities disclosure matters. You will find that the Legal Department is not a check the box function but instead, an important voice and strategic partner in all aspects of the business. You will discover a collaborative environment that values your insight, encourages you to take on new responsibility, promotes continuous learning, and rewards innovation and intellectual curiosity.

Responsibilities:

You will be responsible for assisting with a broad range of matters including the following:

• Providing advice and counsel on a broad range of corporate governance and securities law matters, including governance and organizational documents, securities law filings, and other regulatory and disclosure matters

• Providing support for Capital Ones corporate secretarial function and its Board and Board Committees, including drafting meeting minutes, resolutions, and other Board and governance related documents and materials

• Managing and providing guidance across Capital Ones domestic and international subsidiary structure, including ensuring compliance with internal controls and regulatory requirements

• Managing the drafting and filing of the annual proxy statement, ensuring compliance with controls and procedures applicable to the proxy statement and related disclosures

• Supporting the planning and execution of Capital Ones annual stockholder meeting (including the preparation of supporting documentation)

• Researching and analyzing current and emerging securities law and corporate governance practices, including impacts of new laws, regulations, and policies

• Managing and overseeing the administration of corporate governance policies and standards

• Maintaining strong relationships and lines of communication with business partners and other key stakeholders across the organization

• Managing and coordinating outside counsel, when necessary

Basic Qualifications:

• Juris Doctor from an accredited law school

• Active member in good standing of at least one state bar

• At least 4 years of experience in an in-house counsel role or combined experience at a law firm and in-house counsel role

Preferred Qualifications:

• Experience in an in-house legal department advising senior management and the board of directors on corporate governance and securities matters

• Knowledge of subsidiary governance/legal entity management best practices

• Knowledge of current SEC and NYSE rules and regulations governing public companies

• Experience with a broad range of SEC filings and other public disclosures

• Ability to prioritize and manage a significant volume of projects on a broad array of topics with multiple and simultaneous deadlines

• Excellent analytical, oral, and written communication skills

• Strong organizational skills with impeccable attention to detail

• Ability to build collegial and effective relationships with business clients, attorneys, project managers, and corporate compliance professionals at all levels of the company

At this time, Capital One will not sponsor a new applicant for employment authorization for this position.

Capital One offers a comprehensive, competitive, and inclusive set of health, financial and other benefits that support your total well-being. Learn more at the Capital One Careers website. Eligibility varies based on full or part-time status, exempt or non-exempt status, and management level.

This role is expected to accept applications for a minimum of 5 business days.

No agencies please. Capital One is an equal opportunity employer committed to diversity and inclusion in the workplace. All qualified applicants will receive consideration for employment without regard to sex (including pregnancy, childbirth or related medical conditions), race, color, age, national origin, religion, disability, genetic information, marital status, sexual orientation, gender identity, gender reassignment, citizenship, immigration status, protected veteran status, or any other basis prohibited under applicable federal, state or local law. Capital One promotes a drug-free workplace. Capital One will consider for employment qualified applicants with a criminal history in a manner consistent with the requirements of applicable laws regarding criminal background inquiries, including, to the extent applicable, Article 23-A of the New York Correction Law; San Francisco, California Police Code Article 49, Sections 4901-4920; New York Citys Fair Chance Act; Philadelphias Fair Criminal Records Screening Act; and other applicable federal, state, and local laws and regulations regarding criminal background inquiries.

If you have visited our website in search of information on employment opportunities or to apply for a position, and you require an accommodation, please contact Capital One Recruiting at 1-800-304-9102 or via email at [email protected]. All information you provide will be kept confidential and will be used only to the extent required to provide needed reasonable accommodations.

For technical support or questions about Capital One's recruiting process, please send an email to [email protected]

Capital One does not provide, endorse nor guarantee and is not liable for third-party products, services, educational tools or other information available through this site.

Capital One Financial is made up of several different entities. Please note that any position posted in Canada is for Capital One Canada, any position posted in the United Kingdom is for Capital One Europe and any position posted in the Philippines is for Capital One Philippines Service Corp. (COPSSC).