Public Company Senior Paralegal & North America Co-Regional Governance Manager

This is an exciting role on our global Secretariat team that will suit an ambitious professional who is seeking experience and who enjoys a diverse and dynamic set of responsibilities. Our global Secretariat team is currently comprised of 20+ members and is responsible for best practice corporate governance activities across the group. This role’s key responsibilities include (i) corporate subsidiary governance compliance in our North America region and (ii) assistance with certain Willis Towers Watson Public Limited Company’s reporting obligations, including SEC filings, such as Section 16 filings and the proxy statement, and Irish CRO filings, such as director filings, the annual report, and the Irish Statutory Accounts.

This role will get to be part of a high performing, global team of governance professionals. We in the Office of the General Counsel (“OGC”) believe that diversity of opinion, approach, perspective and talent are the cornerstones of a thriving and innovative team. OGC is therefore committed to promoting a culture of diversity and inclusion where all colleagues are treated with respect and afforded fair and meaningful career opportunities.

Note: Employment-based non-immigrant visa sponsorship and/or assistance is not offered for this specific job opportunity.

The Role

North America Co-Regional Governance Manager

• Oversee governance for ~50 of the ~80 North America WTW subsidiaries including the US, Canada and two Caribbean entities, in conjunction with the North America Co-Regional Governance Manager
• Respond to requests for support for North America entities and ensure such entities are in compliance with local law, including their governance documents (e.g., Articles of Incorporation, Bylaws, and LLC Company Agreements), and Secretariat’s internal Subsidiary Governance Guidelines
• Support requests for entity-related documentation, including in relation to transactions or requests from internal functions such as Tax, Treasury, and HR
• Coordinate with internal stakeholders on various M&A transactions and entity consolidation projects, including among other things, organizing and collecting entity data, obtaining necessary board approvals, and providing secretary certificates, organizational documents or other required documentation 
• Prepare resolutions as needed for annual consents, dividends, projects, officer appointments and director elections, and collect any required information in connection with director appointments, including coordinating fingerprinting processes 
• Provide support for WTW foreign entities with North America parent(s) for execution and notarization of proxies, powers of attorney, authentications to foreign embassies, obtaining apostilles and POAs, among other documents
• Keep information current for North America subsidiaries in the Diligent Entities software (Diligent) and in internal files, and complete Healthchecks and review manager cycles on the Diligent tool, as required
• In conjunction with your North America Co-Regional Governance Manager counterpart, continue to manage the relationship with the outside vendor on state filings (such as entity qualifications, DBA filings, business qualifications, etc.) and streamline processes to achieve overall efficiencies and maintain good standing across the North America companies. This includes working with the outside vendor on a monthly basis to provide data support for annual report filings for various subsidiaries 
• Work with outside counsel and service providers to assist with preparation of regulatory documents; and 
• For the Canadian entities, work with local management, internal legal support and the outside vendor to keep entity data updated with all provinces where the entities are qualified to do business; such data includes changes of address, updates to officers and directors, and dividend declarations 

Public Company Senior Paralegal 

• With respect to Section 16 filings, prepare Forms 3, 4 and 5 on the Computershare Section 16 Filer Manager (our filer tool) and ensure internal ownership ledgers are accurate; coordinate with Shareplans on matters related to award agreements; coordinate with the HR savings team on equity grants; review and insert data into the filer tool, file forms, work with external brokers to collect data related to transactions under 10b5-1 trading plans and produce reports when requested
• Assist with the preparation and coordination of Board documents, as needed, and post Board documents to the Nasdaq Boardvantage portal 
• Communicate with WTW PLC’s directors a