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Counsel 4 - Legal Entity Governance (Bank Subsidiaries Focus)

Company: Wells Fargo Bank
Location: Maple Plain
Posted on: February 16, 2020

Job Description:

Job Description
Important Note: During the application process, ensure your contact information (email and phone number) is up to date and upload your current resume when submitting your application for consideration. To participate in some selection activities you will need to respond to an invitation. The invitation can be sent by both email and text message.? In order to receive text message invitations, your profile must include a mobile phone number designated as ?Personal Cell? or ?Cellular? in the contact information of your application.At Wells Fargo, we want to satisfy our customers? financial needs and help them succeed financially. We?re looking for talented people who will put our customers at the center of everything we do. Join our diverse and inclusive team where you?ll feel valued and inspired to contribute your unique skills and experience.Help us build a better Wells Fargo. It all begins with outstanding talent. It all begins with you.The Legal Department supports the vision, values & goals of Wells Fargo by providing expert, creative, cost-effective, and timely advice and services to all Wells Fargo businesses and support functions. We operate in accordance with the highest standards of judgment, integrity, and ethical leadership to find creative solutions that best serve our customers, prudently manage risks, and contribute to Wells Fargo?s enterprise success.This? Senior Counsel (Counsel 4) will be a member of the Legal Department?s Corporate Governance & Securities (CGS) Division and report to the Managing Counsel for the Legal Entity Governance team. The CGS Division provides legal advice and support on matters relating to general corporate, corporate governance, and securities laws and regulations, including to the Wells Fargo & Company and Wells Fargo Bank, N.A. Boards of Directors and committees. The CGS Division also provides corporate governance support to all of the subsidiaries and controlled legal entities of Wells Fargo & Company.This position will be responsible for providing legal support with respect to the governance and management of the Company?s subsidiaries and controlled legal entities, including legal oversight of subsidiary matters and the drafting of relevant documents (including formations, dissolutions, withdrawals, liquidations, conversions, mergers, reorganizations and other corporate transactions), with a focus on the Company?s national and state bank subsidiaries.Additional responsibilities include:

  • Monitoring changing rules and policies that could impact the governance of the Company?s subsidiaries and advising on periodic compliance matters;
  • Interpreting corporate statutes and advising on compliance with local laws and regulatory requirements applicable to the governance of financial institutions;
  • Overseeing maintenance of minute books, board meeting materials (agendas, resolutions, presentations), and other corporate records (including inter-company loans, transfers of assets, dividends, capitalization changes, mergers and dissolutions);
  • Monitoring and ensuring compliance with governance requirements and expectations applicable to the Company?s national and state bank subsidiaries;
  • Providing legal support for the Company?s Legal Entity Office and its Legal Entity Policy and Legal Entity Procedures, including advice on legal entity information form (LEIF) and data change request (DCR) processing by the responsible paralegals;
  • Developing, maintaining, and advising on enterprise Governing Body Guidelines, which provide guidance on minimum corporate governance requirements, and managing compliance with those guidelines;
  • Promoting and implementing governance best practices for legal entity governance, including adherence to enterprise Governing Body Guidelines;
  • Providing recovery and resolution planning, Legal Entity Rationalization, and related consolidations and reorganizations support;
  • Providing general governance advice related to subsidiary board and committee matters;
  • Identifying emerging corporate governance best practices relevant to the financial services industry and facilitating implementation, where appropriate; and
  • Managing outside counsel and other service providers, as needed.

    Required Qualifications
    • 8+ years of experience as a practicing attorney; or 6+ years of experience as a practicing attorney and 2+ years of legal-related experience in one or a combination of the following areas: risk, compliance, contracts, government, regulatory, financial services, or technology
    • Active State Bar membership

      Desired Qualifications
      • Ability to analyze legal and regulatory issues in area of practice and provide effective advice to clients on complex legal matters
      • Extensive experience conducting research and providing counsel and guidance regarding complex legal issues
      • Strong attention to detail and accuracy skills
      • Excellent verbal, written, and interpersonal communication skills
      • Ability to effectively organize and prioritize work while handling multiple matters
      • Ability to work effectively in a complex environment with a high degree of collaboration
      • Effective in building partnerships, functioning well with project teams, and working for the success of the team

        Other Desired Qualifications
        • Experience within a Corporate Governance, Subsidiary Governance/Management or Corporate Secretary division of a publicly traded company or the corporate, securities, or governance group of a large law firm
        • Understanding of the regulatory structure for large financial institutions, including national banks, and experience advising financial institutions, banks, or other regulated entities on corporate governance, bank regulatory, and resolution and recovery planning matters
        • Experience managing relevant governance documents related to subsidiary management
        • Experience with corporate transactions and exposure to related tax, finance, and accounting issues
        • Experience with GEMS (Global Entity Management System)
        • Comfortable advising senior management on the above-described subject matters
        • A willingness and demonstrated ability to collaborate with colleagues and other team members

          Job Expectations
          • Ability to travel up to 5% of the time

            Disclaimer

            All offers for employment with Wells Fargo are contingent upon the candidate having successfully completed a criminal background check. Wells Fargo will consider qualified candidates with criminal histories in a manner consistent with the requirements of applicable local, state and Federal law, including Section 19 of the Federal Deposit Insurance Act.

            Relevant military experience is considered for veterans and transitioning service men and women.
            Wells Fargo is an Affirmative Action and Equal Opportunity Employer, Minority/Female/Disabled/Veteran/Gender Identity/Sexual Orientation.

Keywords: Wells Fargo Bank, Minneapolis , Counsel 4 - Legal Entity Governance (Bank Subsidiaries Focus), Legal , Maple Plain, Minnesota

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