Paralegal

Job Description

This Paralegal provides paralegal support primarily to the Senior Director, Corporate Governance and Assistant Secretary, the Associate General Counsel

• Corporate and M&A, with a main focus on domestic and international subsidiary corporate maintenance. The Corporate Paralegal role requires considerable organization skills, initiative, independent judgment, resourcefulness, forward-thinking, the ability to manage multiple priorities and high paced environment. This position prepares and handles sensitive and confidential information with maximum discretion.

Position Location: This is a HYBRID role based out of our DEERFIELD, IL Fortune Brands office. Our Hybrid work schedule provides associates the flexibility to work remote Monday and Friday while being in office Tuesday

• Thursday.

PRIMARY RESPONSIBILITIES:

Corporate Governance

• Managing subsidiary annual meeting process for US and international based affiliates, including drafting of board and shareholder resolutions to elect directors and officers, approve annual accounts, coordinating signatures and filing.

• Organizing, maintaining corporate minute books, records and files and maintaining Company's subsidiary management database.

• Maintaining tracking systems and records to monitor filing requirements, disclosure requirements and processing of director compensation.

• Prepare certified resolutions and documents, incumbency certificates and respond to KYC requests for internal and external partners.

• Drafting and filing of corporate formations, qualifications, withdrawals and consolidations, annual reports, apostilles and legalizations. Draft governing documents including bylaws, limited liability company agreements and partnership agreements.

• Drafting other corporate resolutions and actions relating to corporate restructurings, purchases and sales of property or assets, mergers, capitalizations, contributions, etc.

• Assisting the Secretary and the Assistant Secretary with preparation of quarterly board meeting materials and board postings, as well as preparation of director and officer questionnaires through Diligent.

• Developing and maintaining strong working relationships with corporate office and business unit partners with which our team interfaces to obtain and/or provide information; interact with senior executives

Securities

• Assist with research, proofreading and/or filing of Forms 3,4 and 5, 8-Ks, 10-Qs, 10Ks; and other SEC filings

M&A

• Provide support on M&A, real estate, debt and financing or other corporate transactions closings.

• Conduct judgement and lien searches on potential transaction targets.

• Assist with due diligence matters, by organizing requests and documents.

General

• Liaise with outside counsel, as needed.

• Assist with a variety of other requests to support the legal department as may arise from time to time, including legal research, contract review and compliance-related initiatives.

• Draft internal memos, executive summaries and other correspondence. Prepare spreadsheets, organizational charts, timelines, presentations, project management tracking.

• File, copy and scan documents. Prepare packages for overnight delivery.