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Corporate & Governance Specialist

Company: Miami Children's
Location: Miami
Posted on: May 16, 2022

Job Description:

Job Summary
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 attorney review.
  • 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 names.
  • 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 met.
  • Prepares, proofreads, edits, organizes, and finalizes legal documents and correspondence.
  • Performs legal and factual research, and public records and legislation searches.
  • Establishes and maintains a professional relationship with Legal Department members, and with internal stakeholders across the organization (e.g., clinical care areas, support services, administrative services).

    Minimum Job Requirements

    • Associate's degree in law, legal studies, business administration, healthcare administration or a related field (OR) Paralegal Certificate
    • Four years of experience with corporate transactions and governance
    • Experience preparing minutes for corporate Board and Committee meetings
    • Experience working independently and cross-functionally

      Knowledge, Skills, and Abilities

      • Law firm or in-house legal department experience preferred
      • 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 problems
      • 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 transactions
      • Advanced level of proficiency in Microsoft office applications including Word, PowerPoint, Excel, Teams, and other Microsoft applications

Keywords: Miami Children's, Miami , Corporate & Governance Specialist, Other , Miami, Florida

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