Corporate Counsel, Securities at Guild Mortgage Company in San Diego, California

Job Description:

Guild Mortgage Company, closing loans and opening doors since 1960. As a mortgage banking firm we are dedicated to serving the home owner/buyer. Our goal is to provide affordable home financing for our customers, utilizing the best terms available while providing a level of professionalism and service unsurpassed in the lending industry.

Position Summary

The Corporate Counsel, Securities plays an important role in the organization by performing a number of activities related to the company’s compliance and legal functions. The role is primarily responsible, for providing advice on corporate governance, preparing SEC filings and public disclosure documents. This role plays a key role in the company's annual/quarterly earnings announcements and compliance with NYSE listing rules. The role works closely with senior management, company’s Board of Directors and Investor Relations and supports annual stockholder meeting; and monitors regulatory developments.

Essential Functions

• Prepare and provide advice regarding securities law disclosure/compliance for Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements and various registration statements.


• Provide securities law advice and compliance guidance for earnings releases, investor materials and management presentations.


• Provide advice regarding our compliance with the Securities Act of 1933, the Securities and Exchange Act of 1934, Regulation FD and Sarbanes-Oxley.


• Provide legal support to the Company’s Board of Directors and Board Committees on various corporate governance matters, which includes drafting and reviewing materials prepared for the Board of Directors and Board Committee meetings.


• Respond to general corporate and securities disclosure questions, including but not limited to preparing or commenting on board resolutions.


• Assist with preparations and the planning of annual stockholder meeting.


• Provide legal advice and counseling with respect to various securities and corporate governance.


• Advise on compliance with NYSE listing standards and handle NYSE submissions.


• Partner with our Investor Relations team regarding public company communications, including press releases, investor presentations, earnings announcements and other disclosures.


• Partner with the company’s stock administration team and assist with administering our Insider Trading Policy, 10b5-1 plans and related employee and non-employee director equity matters.


• Create Equity Incentive Plan Agreements for employees and non-employee directors. Draft, review, advise on and submit SEC filings.


• Review, investigate, and respond to consumer and investor pre-litigation disputes.


• Actively manage securities-related formal litigation, including through proper selection of counsel, discovery, and capitalization of settlement opportunities.


• Manage the negotiation, execution, performance, modification, and termination of contracts involving services which necessitate compliance with SEC guidelines and other federal law.


• Administer build-out of company’s internal policies and procedures related to compliance with laws and regulations applicable to a public company, including training and assisting the company’s legal team with reporting, disclosure, and investigatory requirements.


• Partner to and with cross-functional teams including Investor Relations, Finance, Capital Markets, and HR.


• Supports other legal functions of the company including but not limited to litigation and research as business needs arise.

Qualifications

• Juris Doctor Degree.


• Minimum of 7 years of experience, including at least 3 years at a nationally recognized law firm with significant work in a corporate & securities practice or in-house experience in a publicly traded company.


• Experience in preparation of public company SEC reporting documents, including '34 Act filings (10-K, 10-Q), proxy statement, 8-K, Section 16 reporting and strong SEC disclosure drafting skills.


• Depth of legal knowledge relating to the 1933 Act, 1934 Act, NYSE rules and Delaware corporate law.


• Proficient math skills to prepare and/or review SEC filings.


• Excellent verbal and written communication skills.


• Demonstrate a naturally business-friendly approach to legal problem-solving and be able to effectively counsel internal clients by providing clear, concise and practical advice as well as creative solutions.


• Ability to work independently and collaboratively, with excellent business judgment and strategic thinking, and a proactive, solution-oriented approach.


• Strong detail orientation and highly organized.


• Manage multiple priorities and deadlines; strong sense of urgency and responsiveness.


• Proficient in Microsoft Outlook, Word, Excel and PowerPoint.


• Ethical, with a commitment to company values.

Supervision

• Works independently


• High independent judgment and discretion used in decision-making


• Travel:  0% 

Requirements

Guild offers a pleasant work environment, competitive compensation and excellent benefits package; including medical, dental, vision, life insurance, AD&D, LTD and 401(k) with employer match.

Guild Mortgage Company is an Equal Opportunity Employer.

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