Job Description

Role Summary Corporate Governance Specialist with Legal Department, reporting to Assistant General Counsel & Assistant Corporate Secretary, located in New York, NY. The Corporate Governance Specialist will assist the Corporate Secretary function on a wide variety of issues and matters relating to corporate law, governance, and entity maintenance. The Corporate Secretary function supports the Philip Morris International Board of Directors and the boards of PMI’s subsidiaries / joint ventures and provides legal services related to aspects of PMI’s compliance with the federal securities laws. This group is responsible for all meetings of the parent company’s board and its committees as well as the meetings of the subsidiary and joint venture company boards. As part of that responsibility, it advises on matters of corporate governance, investor/shareholder relations, and corporate structure. The group prepares the PMI’s annual meeting proxy statement; prepares or assists in the preparation of reports filed by PMI and certain directors and executives with the Securities and Exchange Commission; and advises on compliance with insider trading laws. The Corporate Governance Specialist will have the ability to prioritize work, solve problems and organize. This role requires independent judgment performed under general direction, using procedures standard to the organization. This role requires a highly reliable, motivated, and organized individual. Candidates must be solutions-oriented with the ability to multi-task effectively in a fast-paced environment. Ensures that legal services provided are cost-effective, practical, and consistent with the company’s philosophies. Delivers on law department business goals. Ensures that the law department implements leading practices and operates at the highest ethical and governance standards. Key Responsibilities: •Assist in monitoring new and developing corporate governance related trends and best practices. In conjunction with the Corporate Secretary and Assistant General Counsel & Assistant Corporate Secretary, draft and recommend modifications to the charters, policies, procedures and guidelines. •Prepare and file Section 16 filings (Forms 3, 4 and 5), manage the approval of all insider trades and maintain record of same. Assist with other routine SEC and NYSE filings made by the Company. •Contribute to the Company's annual reporting process, including information management, maintaining drafts of annual filings, working with various departments to obtain and organize information, conducting legal research relating to disclosure rules. •Provide assistance with preparing corporate certificates and resolutions. •Provide assistance with execution of the Company’s quarterly dividend payment. •Provide assistance with the preparation of agendas, organization of presentations and other Corporate Secretary functions for Board and/or Committee meetings. •Support legal and business unit personnel, as needed (e.g., M&A and other transactional; due diligence; audits; litigation responses). •Update and maintain a corporate entity management database or other system with information on legal entities (including the state of incorporation, qualifications to do business, stock and organizational structure), entity officers and board of directors, and corporate records for such entities. •Coordinate with the Corporation’s transfer agent to perform various shareholder services, including issuance and cancellation of stock certificates. •Conduct legal and business research as required and other duties as assigned. •Ability to prioritize work, solve problems and organize own time with minimal supervision. Intermediate to advanced communication skills are required to initiate oral and written responses to inquiries regarding processes. Must be able to work in a fast-paced environment, on discrete and confidential matters. •Create presentations and documents utilizing basic grammar, spelling and format skills. This includes but is not limited to organization charts, phone listing, and employee listings. •Provide assistance with preparing and routing corporate resolutions and other documents for signature. •Maintain excellent working relationships with business partners to ensure that their legal and business needs are satisfied. •Other duties as assigned Business Acumen •Quickly grasp key drivers of the business and industry and quickly become immersed in the most important business issues facing the company. •Demonstrate strategic, innovative, creative, and inquisitive frame of mind, with strong business acumen and judgment. •Speak fluently in lay terms to a range of audiences. Executing for Results •Demonstrate the detail orientation and the technical, planning and project management skills to ensure flawless execution. •Take initiative and operate with a sense of urgency, decisiveness, and responsiveness. •Strong work ethic with ability to handle a fast-paced vigorous schedule. •Able to solve problems and offer creative solutions. •Anticipate and proactively address emerging issues. •Make nuanced recommendations and business decisions based on facts and the culture of the constituents served. •Marshall the appropriate level and mix of resources as required by circumstances. •Demonstrate self-motivation and initiative to prioritize work and otherwise perform the job with minimal supervision. •Hold oneself to the highest standards of accountability. •Able to operate in a dynamic, high stress environment with a demonstrated ability to handle crisis. •High energy and drive, a charismatic and positive management style with a passion for driving results, and unquestioned integrity. Building Relationships and Using Influence •Demonstrate outstanding communications skills, including presenting to, advising, and educating executive leadership and engaging with external stakeholders. •Able to convey complicated topics and issues in a straightforward and concise manner, and to tailor communication style to different audiences. •Maintain established relationships with external legal resources characterized by credibility, respect, trust. •Develop and maintain a strong network of relationships inside and outside the organization to support the objectives of the Board, CEO, and the business. •Demonstrate integrity and commitment to the highest ethical standards and personal values. Knowledge and Experience Desired to Undertake this Role •Associates Degree from an accredited college in the paralegal program or equivalent combination of relevant education and work experience required. •Paralegal Certificate from an ABA-certified program preferred. •At least six (6) years of relevant corporate legal assistance experience including significant experience managing corporate books and records. •Experience supporting multiple attorney work streams in a law firm and/or in-house legal department. •Proficiency with corporate entity management software. •Proficiency with board portal software, such as Diligent or BoardVantage. •Proficiency with Windows and MS Office applications (Word, Excel, PowerPoint, Outlook, Internet, SharePoint, etc.). •Experience in preparing for board meetings, including scheduling, drafting meeting agendas, posting meeting materials to board portals, etc. •Superior interpersonal skills to communicate with other attorneys, business partners, corporate personnel and board directors. •Proficient in Westlaw and Lexus Nexus online research. •Experience in filing Section 16 reports (Forms 3, 4 and 5) and working with the software required for such filings. •Ability to work independently as well as in a team environment. •Ability to manage time and tasks effectively. •Able to maintain strict confidentiality. •High energy, drive and unquestioned integrity. •Must be able to operate in a dynamic, high stress environment with a demonstrated ability to handle crisis. •Proven ability to work independently and multi-task in a fast-paced environment. Business Contribution/Impact •Excellent verbal and written communication skills. •Must be able to handle company confidential information and data requiring the highest degree of attention to preserve confidentiality. •Must be able to operate in a dynamic, high stress environment with a demonstrated ability to handle crisis. •High energy and drive, a charismatic and positive management style with a passion for driving results, and unquestioned integrity. •Strong organizational skills reflected by motivation toward planning, and communicating with high performance teams in a dynamic environment. •Proven ability to work independently and multi-task in a fast-paced environment. •Strong project management and follow-up skills. Work Environment/Physical Requirements •Normal office environment for a mission driven, high impact team. Work hours regularly exceed 40 plus hours per week. Position requires a passionate, motivated, driven individual with a proven ability to get the job accomplished.