Sr. Counsel, Corporate Governance & Assistant Secretary

JOB DESCRIPTION

Senior counsel, Corporate Governance & Assistant Secretary

We are a leading global provider of mission-critical sterilization and lab testing and advisory services to the medical device and pharmaceutical industries. We are driven by our mission: Safeguarding Global Health. We provide end-to-end sterilization as well as microbiological and analytical lab testing and advisory services to help ensure that medical, pharmaceutical and food products are safe for healthcare practitioners, patients and consumers in the United States and around the world. Our customers include more than 40 of the top 50 medical device companies and eight of the top ten global pharmaceutical companies (based on revenue). Our services are an essential aspect of our customers manufacturing process and supply chains, helping to ensure sterilized medical products reach healthcare practitioners and patients. Most of these services are necessary for our customers to satisfy applicable government requirements. We give our customers confidence that their products meet regulatory, safety and effectiveness requirements. With a combined tenure across our businesses of nearly 200 years and our industry-recognized scientific and technological expertise, we help to ensure the safety of millions of patients and healthcare practitioners around the world every year. Across our 63 facilities worldwide, we have nearly 2,900 employees who are dedicated to safety and quality. We are a trusted partner to more than 5,800 customers in over 50 countries.

Over the past several years, Sotera Health has built a corporate team to support the various business units and to continue to execute the strategic expansion of the Company through organic growth, partnerships and acquisitions. The senior leadership team has established corporate headquarters in Broadview Heights, Ohio.

Reporting to the General Counsel, the Senior Counsel, Corporate Governance & Assistant Secretary will be responsible for the Companys corporate governance, securities law reporting, and overseeing the Companys outside counsel. They will provide legal advice and counsel to members of management and the board of directors. The successful candidate will be a hands-on-practicing lawyer and a collaborative member of a Legal Department comprising eight attorneys, two corporate paralegals and a legal assistant. The position is hybrid and is based in Broadview Heights, Ohio.

Principal Responsibilities

• Leadership on corporate governance matters, including the Companys annual meeting, preparing, organizing, and disseminating the prereading for board of director meetings, drafting and maintaining board minutes and resolutions; ensuring implementation of decisions made by the Board of Directors; and managing the Companys corporate entities, including compliance with statutory and regulatory requirements
• Providing advice on disclosure requirements and spearheading the Companys securities law filings, including proxy statements, registration statements, Schedule 13Gs and Form 10Ks, 10Qs, 8-Ks and 4s
• Monitoring the Companys intellectual property requirements (e.g., trademarks)
• Supporting acquisitions and related due diligence processes, including coordinating and directing outside legal counsel on due diligence processes
• Assisting colleagues as needs may arise, including providing timely legal advice and counsel to internal stakeholders and collaborating with teammates in the Legal Department on time-sensitive priorities and projects

Qualifications

The position requires an accomplished attorney who is self-motivated and results-oriented, eager to take on new challenges and able to succeed within a performance-focused and dynamic environment.

• Ohio-qualified lawyer from an accredited law school
• 8 - 10 years of legal experience in a law firm and/or in-house
• Demonstrated experience with the corporate governance of publicly-traded companies, including expertise in the securities laws and related disclosure requirements and a track record of preparing complex SEC filings
• Working familiarity with basic intellectual property principles
• Experience in supporting mergers and acquisitions matters, including due diligence and various exit strategies
• Good time management skills and strong sense of urgency
• Strong oral and written communications skills must be knowledgeable, persuasive and able to inspire confidence in colleagues at all levels of the Company