Organon - Sr. Paralegal, Corporate Governance ( MERCUSR105975ENUS)
We are seeking a talented and motivated Senior Specialist, Corporate Governance Paralegal to join the Organon Office of Secretary group. This position is based in Jersey City and will report to the Head of Corporate Secretary Services.
The primary responsibilities of the position include, but are not limited to, the following:
Board of Directors and Shareholders Matters:
Providing corporate governance and compliance support to the future members of the Organon Board of Directors and Company executive officers, including:
serving as a key contact for supporting board and committee meetings and collaborating with executive offices to collect materials for meetings and ensuring meetings are executed smoothly;
drafting board and committee agendas, supporting documents, and resolutions for board and committee meetings;
assisting with onboarding and orientation of new directors and executive officers;
ensuring the maintenance of board and committee meeting materials and electronic and physical meeting files as well as corporate governance documents; and
responsibility for board compensation matters, including management of fee election process, ensuring all directors are paid accurately and in a timely fashion, and addressing ongoing questions from directors regarding the administration of the program, tracking of perquisites, attendance, and equity reporting, and administering charitable giving requests.
Administer the Company’s board portal for the board and its committees;
Assist with director and officer questionnaires as well as independence and related party transactions analyses, including supporting the distribution, receipt, and initial review of the same;
Lead planner for the Company’s Annual Shareholders Meeting including managing meeting logistics, preparing meeting materials and coordination with inspectors of election, proxy solicitor, and the Company’s transfer agent; and
Support the Company’s shareholder engagement program, including tracking engagements and staying current on shareholder voting policies, compensation policies, and proxy advisory firm policies.
SEC and NYSE Compliance and Section 16 Recordkeeping and Reporting:
Assist with certain SEC filings and NYSE listing requirements, as needed, including the preparation and filing of Section 16 filings for the Company’s future officers and directors;
Keep abreast of legal and regulatory developments related to the Company’s Section 16 reporting obligations;
Assist with updating the Company’s equity ownership reporting database; and
Lead project manager for the Company’s Annual Proxy Statement including preparing initial draft of all the compensation tables within the proxy statement; collecting and reviewing data received from multiple divisions within the Company; coordinating with internal auditors to ensure accuracy of information prior to filing with the SEC; and acting as a liaison for the proxy vendor, proxy solicitor, and shareholders.
provide support in the preparation and filing of quarterly and annual reports with the SEC including Forms10K, 10Q, 11K, 8K and SD - Conflict Minerals Disclosure.
Other Job Responsibilities:
Maintain corporate minute books and legal records for the Office of Secretary;
Oversee service and platforms of third-party corporate governance service providers; and
Maintain the content of the Company’s website relating to corporate governance matters.
Education and Required Experience:
Bachelor's degree from an accredited institution.
At least 5 years of corporate governance or securities experience at a major public company and/or law firm.
Significant expertise on public company governance, shareholder support, Section 16 reporting obligations, and other SEC rules and obligations affecting the disclosure obligations of public companies.
Ability to operate with a high degree of independence and discretion, including on highly sensitive and business-critical matters.
Excellent organization and communication skills (written and verbal).
Demonstrated capability to interact with senior executives.
High level of leadership presence, business acumen, and influence.
Self-motivated, resourceful, adaptable, decisive, capable of working independently and autonomously, as well as in a team, and possessing mature, independent judgment.
Ability to manage multiple schedules, establish and maintain effective working relationships and independently prioritize workload.
Ability to meet deadlines and work effectively and efficiently in a fast-paced environment with multiple demands from senior executives effectively and accurately.
Who we are …
Organon delivers ingenious health solutions that enable people to live their best lives. We are a $6.5 billion global healthcare company focused on making a world of difference for women, their families and the communities they care for. We have an important portfolio and are growing it by investing in the unmet needs of Women’s Health, expanding access to leading biosimilars and touching lives with a diverse and trusted portfolio of health solutions.
Our Vision is clear: A better and healthier every day for every woman.
At launch, we will be more than 10,000 Founders strong, ready to rise together as we make a difference in a new way. As Founders, employees will create their future and will help shape the direction of Organon and its impact on the world. Our culture reflects our passion for those we champion.
At Organon, we all belong. We embrace diversity and give it a voice. Our commitment to supporting women is reflected in the make-up of our leadership team, which is majority female and our diversity of experience is core to who we are and what we are designed to do.
NOTICE FOR INTERNAL APPLICANTS
In accordance with Managers' Policy - Job Posting and Employee Placement, all employees subject to this policy are required to have a minimum of twelve (12) months of service in current position prior to applying for open positions.
If you have been offered a separation benefits package, but have not yet reached your separation date and are offered a position within the salary and geographical parameters as set forth in the Summary Plan Description (SPD) of your separation package, then you are no longer eligible for your separation benefits package. To discuss in more detail, please contact your HRBP or Talent Acquisition Advisor.
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We are proud to be a company that embraces the value of bringing diverse, talented, and committed people together. The fastest way to breakthrough innovation is when diverse ideas come together in an inclusive environment. We encourage our colleagues to respectfully challenge one another’s thinking and approach problems collectively. We are an equal opportunity employer, committed to fostering an inclusive and diverse workplace.
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Merck & Co., Inc., Kenilworth, NJ, USA, also known as Merck Sharp & Dohme Corp., Kenilworth, NJ, USA, does not accept unsolicited assistance from search firms for employment opportunities. All CVs / resumes submitted by search firms to any employee at our company without a valid written search agreement in place for this position will be deemed the sole property of our company. No fee will be paid in the event a candidate is hired by our company as a result of an agency referral where no pre-existing agreement is in place. Where agency agreements are in place, introductions are position specific. Please, no phone calls or emails.
Flexible Work Arrangements:
Shift:1st - Day
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Number of Openings:1