Corporate Governance Manager
Boston, MA, United States
The Corporate Governance Manager will support the Legal department's mission of designing, implementing, and maintaining a properly structured corporate governance framework for board and committee meetings of Medical Professional Mutual Insurance Company ("MPMIC") and its US-based subsidiaries (collectively, "Coverys" or the "Coverys Companies") in conjunction with the General Counsel ("GC"), Chief Executive Officer ("CEO"), and the MPMIC and subsidiary Boards of Directors.
The Corporate Governance Manager will provide oversight, organizational management, and facilitate continuous improvement in the corporate governance function, as well as manage the corporate secretary function of the Coverys Companies. This shall include, but not be limited to: overseeing corporate governance procedures for Coverys Company boards and committees, researching and analyzing corporate governance related issues, maintaining board records, and keeping abreast of pertinent developments in state and/or federal laws and regulations, and industry related rules and practices that affect the governance of the boards and committees of the Coverys Companies.
Essential Duties & Responsibilities
Collaborate with the GC, CEO, and MPMIC Board members to identify and prioritize discussion items for the MPMIC Board committees.
Manage administrative and governance processes for MPMIC Board committees including scheduling, preparation of agenda items, drafting of agenda notes and resolutions as necessary, attending committee meetings, and preparing meeting minutes.
Assist with administrative and governance processes for MPMIC Board, including review and preparation of agenda items, agenda notes, resolutions, and meeting minutes.
Manage administrative and governance processes for Coverys' US-based subsidiary boards including scheduling, preparation of agenda items, drafting of agenda notes and resolutions as necessary, attending board meetings, and preparing meeting minutes.
Direct annual proxy process and certification for MPMIC and Coverys Risk Retention Group, Inc.
Administer annual evaluations for the MPMIC Board and its committees.
Facilitate annual review of committee charters and corresponding board documents to ensure alignment with state and/or federal regulations, each entity's by-laws, and internal policies and procedures.
Communicate, track, and maintain quarterly board and committee requirements, action items and deliverables to the GC, MPMIC Board, and applicable members of Senior Management.
Responsible for board-related documents and filings to applicable regulatory agencies.
Responsible for entity management regarding all corporate documents, including but not limited to articles of incorporation, by-laws, and director and officer listings for MPMIC and all US-based subsidiaries.
Create reports and develop other correspondence and communications, as required.
Occasional travel, as required, including to Coverys offices and conferences/training opportunities.
Perform other tasks as assigned, including managing special projects which may include hiring, training, and directing workflow of temporary employees, as necessary.
Education, Experience, Competencies & Values Bachelor's Degree in a related field or equivalent experience.
Minimum three (3) to five (5) years of experience managing board and committee processes.
Knowledge of entity management, corporate governance and corporate secretarial functions.
Broad knowledge and experience in handling corporate and regulatory matters.
Insurance background preferred.
Organizational knowledge and familiarity with business laws and regulations.
Excellent written and verbal communication skills, including proven ability to effectively communicate with senior leaders and board members.
Strong organizational and time management skills that reflect ability to perform and prioritize multiple tasks seamlessly with excellent attention to detail.
Ability to uphold the highest standards of discretion and confidentiality and exercise good judgment on day-to-day decisions.
Strong ability to independently develop, implement, and complete projects.
Ability work independently and to manage and perform well under pressure.
Sound judgment and discreetness, excellent organizational skills, and the ability to multi-task priorities in a fast paced, deadline driven environment, required.
Base salary range is $87,000- $102,500. Individual compensation packages are based on a variety of factors that are unique to each candidate including location, skill set, experience, qualifications and education.
If you're a caring and customer focused individual who enjoys working with passionate team members, Coverys is the right company for you!
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