Chief Legal Counsel and Corporate Secretary

Job Description

The Chief Legal Counsel and Corporate Secretary leads all legal functions as well as performs the Corporate Secretary duties of Northwest Bancshares, Inc. and Northwest Bank (as well as operating subsidiaries). The Chief Legal Counsel will lead a team of in-house attorneys, be a member of the Executive Leadership Team and will participate in multiple management-level committees.

Essential Functions

• Develop the legal strategy of Northwest and oversee legal activities of Northwest Bancshares, Inc. and all subsidiaries, including Northwest Bank
• Monitor statutory, regulatory and common law developments impacting Northwest and implement changes, as necessary
• Oversee the selection, retention, management and evaluation of all outside counsel, including development of and adherence to strategic focus, budgeting standards, implementation of technological improvements and always ensuring that the legal and regulatory interests of Northwest are protected
• Be well-versed and provide legal advice and day-to-day counsel to all levels of management and Northwest employees on a wide range of functional topics, including general corporate and banking law, trusts, securities, corporate governance; M&A; litigation; employment; intellectual property; finance; real estate; residential and commercial lending; foreclosure and bankruptcy; and commercial and informational technology contracts / license agreements
• Act as Chief Ethics Officer managing Northwest's Code of Ethics Program as well as handling ethical questions and inquiries, Board reports and educational programs
• Provide legal counsel to the Board of Directors, chairman of the Board of Directors, President / Chief Executive Officer, executive and senior management teams, and other Northwest staff on a wide range of strategic, tactical and operational issues
• Oversee and coordinate all litigation filed by and against Northwest and its subsidiaries
• Manage the Legal Department of Northwest
• Review and negotiate third-party contracts; develop and implement Northwest standard templates; and maintain compliance with Contract Review and Signature Authority Policies
• Oversee corporate governance issues, including those related to policy and procedure development, as well as those impacting the Board of Directors relative to composition, obligations, and other matters
• Oversee all SEC filings and reports
• Prepare minutes for the Board of Directors and committees and maintain corporate governance books
• Liaise with regulatory supervisors
• Manage the budget for legal-related spending
• Assist with the coordination of all business units of Northwest in evaluating legal risk
• Establish loan documentation standards and provide counsel in areas of residential, commercial and consumer finance lending
• Formally review loan documentation and review loan modification process, loan participation agreements, etc.
• Review of customer agreements and disclosures
• Apply effective leadership techniques and competencies to minimize employee turnover and to achieve company retention expectations
• Control and properly manage operating resources to achieve business objectives
• Budget of outside counsel and legal third-party spend to obtain strategic objectives
• Ensure compliance with Northwest's policies and procedures, and Federal/State regulations
• Navigate Microsoft Office Software, computer applications, and software specific to the department to maximize technology tools and gain efficiency
• Work as part of a team
• Work with on-site equipment

Education, Experience and Skills

• Juris Doctorate Degree from an accredited law school and admission (or ability to obtain) in good standing to the Ohio Bar required
• 15+ years of combined experience at a law firm providing business-related counseling and/or a financial institution's in-house legal department required
• 8-12 years of experience advising senior and executive management leadership teams across a wide range of functional topics including corporate governance; SEC requirements, banking laws and regulations, M&A; litigation; employment; intellectual property; finance; real estate; residential and commercial lending; foreclosure and bankruptcy; and commercial and information technology contracts / license agreements preferred
• Excellent coordination and negotiation skills; exceptional interpersonal, verbal and written communication skills; and be creative and efficient in the approach to in-house legal advice
• "Soft" skills needed include strong personal management skills; ability to anticipate legal issues or risks and to "see around the corner;" excellent judgment and analytical skills; high degree of professional ethics, integrity and gravitas; and, well-versed in how businesses operate with financial acumen
• Complete understanding of the laws and regulations governing financial institutions
• Attorney Registration License and ability to gain admission to the Ohio Bar upon hire if not previously obtained

Location

This position must be performed onsite in Columbus, OH.

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Northwest is an equal opportunity employer. We are committed to creating an inclusive environment for all employees.