Securities & Governance Counsel | Portillo's

Securities & Governance Counsel

Job Category: Restaurant Support Center
Schedule: Full Time

Job Details

This attorney will be responsible for monitoring new and developing corporate governance, executive compensation, equity plan and securities law related rules, regulations and requirements, trends and best practices, providing updates to the executive team and the Board on same, as appropriate. Duties will also include preparing and reviewing filings with the Securities and Exchange Commission (“SEC”) and analyzing, drafting, reviewing, and negotiating corporate agreements and complex contracts in support of the legal department and more broadly, as appropriate. This is a highly visible role within the organization requiring maturity, professionalism and discretion, interacting with multiple departments and Company leaders.

 

Enable our Purpose to create lifelong memories by igniting the senses with unrivaled food and experiences:

 

Family:  Work together to make everyone feel at home, and we step up when someone needs help

·       Partner with Finance to manage annual (10-K), quarterly (10-Q) and current SEC reports (8-Ks), quarterly earnings releases (including offering advice on disclosures), and management presentation and preparation.

·       Advise on disclosure matters and stock exchange, SEC, and corporate legal requirements.

·       Assist with internal and external communications and investor relations, including providing advice on press releases, analyst presentations and responses to security holders' requests for information for quarterly earnings calls.

·       Key member of team responsible for leading preparation of annual proxy statement, coordination and management preparation for the Annual Meeting of Stockholders and related matters.

·       Manage securities law aspects of executive compensation and employee benefit plan matters, including Section 16 reporting and partner with Finance on ownership tracking and handling of any 10(b)(5) plans.

·       Assist with board of directors and board committee-meeting matters, including coordinating, preparing, and distributing board/committee materials, meeting agendas, and meeting minutes.

·       Provide oversight and guidance to attorneys and staff who represent the Company in response to

routine and complex securities law matters.

 

Greatness:  We’re obsessed with being the best and work hard to continuously improve.  Our greatness is rooted in Quality, Service, Attitude and Cleanliness

·       Oversee compliance with the SEC and stock exchange rules and regulations.

·       Coordinate activities with outside counsel as needed.

·       Assist Human Resources Department with respect to the content, adoption, and implementation of certain policies and procedures, executive compensation, and equity plan matters, including drafting and/or reviewing executive compensation and equity plan-related documents.

 

Energy:  We move with urgency and passion, while maintaining attention to detail

·       Act as a key business partner and advisor to the Portillo’s executive team as well as the investor relations,  finance, human resources and corporate communications functions.

·       Provide legal support to the Corporate Secretary, including drafting, preparation and review of Board of Director meeting materials.

·       Assist Corporate Secretary as a liaison between the Company and the Board.

·       Assist with administration of the Company’s insider trading policy, and record keeping for corporate minute books and SEC related documentation.

·       Provide support for litigation, contracts review, and other legal projects, as needed.

·       Remain current on governance trends and SEC and stock exchange rules and regulations.

 

Fun:  We entertain our guests, we connect authentically, and we make each other smile

·       Monitors and maintains awareness of pending regulations and developments that are relevant to Portillo’s business interests, particularly relating to corporate governance and public company matters.

·       Provides training to Portillo’s team on relevant securities laws and governance topics.

 

ORGANIZATION RELATIONSHIPS

This position reports to the General Counsel.   The Securities/Governance Attorney interacts with executive and senior leadership and the Board of Directors, HR leaders, as well as Legal, Operations, Payroll and Accounting/Finance, Marketing, and Information Technology.

 

REQUIRED QUALIFICATIONS

Minimum Educational Level/Certifications

·       J.D. degree from an accredited law school and an active membership in at least one state bar.

Minimum Work Experience, Qualifications, Knowledge, Skills, Abilities

  • Five to eight years of general corporate and public company governance and securities law experience at a law firm and/or at a public company.
  • Excellent oral and attention to detail, legal research and writing, communication, and project management skills.
  • Process-oriented, able to multi-task, team player, and able to work independently with limited oversight.
  • Problem-solving skills that demonstrate the ability to critically evaluate and analyze issues and recommend well thought-out and/or creative solutions.
  • Demonstrated ability to work in a fast-paced environment and to find creative solutions on diverse matters requiring complex legal and strategic analysis.
  • Ability to make effective and persuasive presentations on controversial and/or complex topics to all levels of management, as well as Board of Directors and outside third parties. High level of reasoning ability required.
  • Good judgment, keen diplomacy, and strong interpersonal skills.
  • Ability to manage multiple assignments and thrive in a high-based, fluid environment.

 

Travel Requirement

  • Occasional travel may be required 10%.