Corporate & Governance Specialist
Company: Miami Children's
Posted on: May 16, 2022
Acts as primary point of contact for the General Counsel and NCHS
Legal Department on corporate documents and governance, business
transactions and projects, and factual and legal research.
Responsibilities include work of a confidential, complex nature,
and involves managing information of strategic importance and
taking corporate minutes of board and committee meetings.
Job Specific Duties
- Responsible for drafting, filing and maintaining various
corporate documents for the Health System and its subsidiaries with
State and other government agencies (upon NCHS attorney review and
approval), including, but not limited to, director and officer
lists, governance documents (by-laws, articles of incorporation),
board minutes and resolutions, good standing certificates, annual
reports and fictitious name filings.
- Maintains corporate records and filing calendar for all NCHS
entities; responsible for timely filing of required reports and
records with applicable government agencies.
- Assists General Counsel and other Legal Department attorneys
with preparation of materials (e.g., resolutions, presentations)
for board and committee meetings; attends meetings as directed by
attorneys; writes and/or manages processing of meeting minutes for
- Drafts and files documents to incorporate/form,
register/qualify, amend, convert, and dissolve entities of all
types in Florida (upon NCHS attorney approval), including
organizational packages, state registrations and fictitious
- Collaborates with, and supports, NCHS Governance Liaison on
variety of matters related to NCHS Boards and corporate governance,
including, but not limited to; coordinating, preparing for and
attending board and committee meetings as assigned, preparing
official agendas and meeting minutes, and management of action
items; ensures that records and minutes of Board's actions reflect
the proper exercise of fiduciary duties.
- Assists with obtaining and distributing notarizations,
documents, and corporate filings.
- Acts as Legal Department lead for quarterly and fiscal year end
reporting and audit processes and responses, and any additional
audit processes/responses for special projects.
- Assists with corporate and real estate transactions, including
due diligence review, responding to diligence requests and
assembling data rooms, registry and government searches and
filings, and document drafting.
- Works closely with business partners and attorneys to resolve a
variety of day-to-day issues and supports a broad range of
transactions, initiatives and/or projects.
- Assists attorneys in preparing for executive, board, or other
operational reporting and presentations (e.g., Quarterly Operating
Reports, System Board Quality).
- Represents the legal team in cross-functional projects and
working groups/committees and ensures that legal's requirements and
recommendations are conveyed and understood; provides support for
implementation as necessary.
- Provides support on various ongoing projects for and at the
direction of the attorneys, ensuring deadlines/objectives are
- Prepares, proofreads, edits, organizes, and finalizes legal
documents and correspondence.
- Performs legal and factual research, and public records and
- Establishes and maintains a professional relationship with
Legal Department members, and with internal stakeholders across the
organization (e.g., clinical care areas, support services,
Minimum Job Requirements
- Associate's degree in law, legal studies, business
administration, healthcare administration or a related field (OR)
- Four years of experience with corporate transactions and
- Experience preparing minutes for corporate Board and Committee
- Experience working independently and cross-functionally
Knowledge, Skills, and Abilities
- Law firm or in-house legal department experience
- Prior healthcare experience preferred
- Florida notary certification preferred
- Experience with legal concepts and terminology for corporate
transactions and board and committee governance
- Requires judgment and insight, as well as, considerable
discretion and diplomacy
- Ability to make independent judgements, to exercise authority
within established limits, and to plan, organize and prioritize own
daily routine in order to complete work under deadlines and to
manage multiple priorities in a fast-paced environment and to be
responsive with strong sense of urgency
- Ability to apply professional concepts and organizational
policies, procedures and bylaws to analyze situations and problems
and to solve or recommend solutions (as applicable) to resolve
- Flexibility and ability to perform in cross-functional business
environment (including with in-person and remote teams), to
identify required improvement to established policies, and to
communicate implementation procedures to others
- Strong analytical and problem-solving skills with great
attention to detail
- Excellent organizational skills, verbal and written
communication skills, interpersonal skills; ability to interact
effectively with all tenure levels (e.g., management and staff) and
across departments and business units
- Highly dependable, professional, integrity, good judgment and
respect for confidentiality
- Ability to work a flexible schedule (including early mornings,
evenings and nights) as needed to attend Board and Committee
meetings and events and to support Legal Department projects and
- Advanced level of proficiency in Microsoft office applications
including Word, PowerPoint, Excel, Teams, and other Microsoft
Keywords: Miami Children's, Miami , Corporate & Governance Specialist, Other , Miami, Florida
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