Recommends and creates bylaws, articles, policies of the board, resolutions and disclosures. Oversees preparation and maintenance of all corporate records for the university's board of trustees, committees and subsidiaries consistent with the relevant bylaws and California law. Reviews, analyzes and evaluates all board conflict of interest policies and disclosures. Recommends actions to manage such conflicts and monitors compliance with such action items. Manages special legal projects of significant complexity. Investigates and resolves matters of significance on behalf of management. Recommends to management the appropriate corporate structures and changes to achieve each corporations' goals (e.g., for the university and 19 subsidiaries). Provides legal advice. Conducts and manages periodic filing of corporate documents with the Secretary of the State of California. Provides leadership, guidance, training and technical supervision to project staff. Reports to the Secretary of the university.
|Priority||Time (%)||Task (Performs other related duties as assigned or requested. The university reserves the right to add or change duties at any time.)|
||%||Oversees preparation and maintenance of all corporate records for the university's board of trustees, committees and subsidiaries consistent with relevant bylaws and California law. Recommends and creates bylaws, articles, policies of the board, resolutions and disclosures. Makes recommendations regarding the revision of bylaws, articles, policies of the board, resolutions and disclosures, as appropriate.|
||%||Conducts and manages periodic filing of corporate documents with the Secretary of the State of California.|
||%||Reviews, analyzes and evaluates all board conflict of interest policies and disclosures. Works with trustees to resolve conflicts. Recommends actions to manage such conflicts, and monitors compliance with any such action items. Oversee maintenance of records of all board conflict of interest policies and procedures.|
||%||Participates in meetings to provide legal advice and invoke the attorney-client privilege and/or attorney work product doctrines.|
||%||Manages special legal projects of significant complexity, as assigned, which result in recommending to management appropriate corporate structures and changes to achieve each corporations' goals (i.e., for the university and all 19 subsidiaries). Plans, designs, develops, coordinates, schedules, organizes and implements project activities to meet objectives. Participates in determining short and long-term objectives for special projects. Conducts comprehensive research and compiles data from various reference sources. Analyzes a variety of complex information to identify trends and patterns and adapts existing methods of analysis to present information and results. Develops conclusions and specific recommendations for presentation to senior management.|
||%||Investigates and resolves various matters of significance on behalf of management regarding special projects; board conflict of interest policies and disclosures; creating bylaws, articles and resolutions, etc.|
||%||Oversees corporate paralegal, student workers and outside counsel to assist in scheduling and preparing documentation and/or project activities. Schedules workload assignments and establishes priorities and deadlines. Plans and staffs project operations based on proposed activities and timelines. Provides leadership, guidance, training and technical supervision to project staff. Monitors the progress of work performed by staff, student workers and outside counsel. Counsels and disciplines employees, as needed. Evaluates employee performance and provides guidance and feedback to assigned employees.|
||%||Interacts with trustees, senior officers and the President's Office in planning, coordinating and organizing board and committee meetings and activities.|
||%||Oversee the maintenance and dissemination of official records of all Board actions. Records meetings and oversees the preparation of minutes of all of the meetings of the board of trustees and the audit and compliance committee, board personnel committee, business affairs committee, executive committee, finance committee and investment committee of the board of trustees.|
||%||Oversees maintenance of a chronological record of the university's bylaws and ensures posting of updated bylaws to the university's website in a timely manner.|
In the event of an emergency, the employee holding this position is required to "report to duty" in accordance with the university's emergency operations plan and/or the employee's department's emergency response and/or recovery plans. Familiarity with those plans and regular training to implement those plans is required. During or immediately following an emergency, the employee will be notified to assist in the emergency response efforts, and mobilize other staff members if needed.
|Minimum education||Preferred education|
|Minimum experience||Preferred experience|
|7 years||10 years|
|Minimum field of expertise||Preferred field of expertise|
|J.D. and member of California Bar. General business law with knowledge of creation, preparation and maintenance of corporate records for an organization's board of trustees, committees and subsidiaries consistent with the relevant bylaws and California law. Demonstrated very strong writing and interpersonal skills.|
|Leads employees performing similar work on a project basis. May oversee student, temporary and/or casual workers.|
The above statements are intended to describe the general nature and level of work being performed. They are not intended to be construed as an exhaustive list of all responsibilities, duties and skills required of personnel so classified.
The University of Southern California is an Equal Opportunity Employer