Corporate Legal - VP, Assistant Corporate Secretary

Company : Kroger

Job Description - Corporate Legal - VP, Assistant Corporate Secretary

Description

Serve as a key legal advisor, responsible for supporting the Company’s governance and legal functions. Assists the Corporate Secretary and General Counsel in managing corporate governance practices, supporting Board of Directors and committee operations, maintaining subsidiary governance and records and ensuring compliance with relevant legal and regulatory obligations. Demonstrate the company’s core values of respect, honesty, integrity, diversity, inclusion, and safety.

Responsibilities

Prepare and coordinate materials for Board of Directors and committee meetings, including agendas, minutes, resolutions, and presentations to ensure accurate documentation and timely delivery for governance and decision-making, in partnership with General Counsel.

Implement and maintain corporate governance policies and procedures in partnership with the General Counsel, aligned with best practices and regulatory requirements.

Monitor corporate governance developments and recommend updates to governance frameworks, policies, and practices to maintain alignment with evolving regulations and industry standards.

Support compliance with NYSE/NASDAQ corporate governance standards, including director independence, committee charters, and shareholder engagement practices.

Ensure timely filing of annual reports and compliance with jurisdictional requirements to maintain statutory obligations and good corporate standing.

Support preparation and filing of SEC documents, including proxy statements, Forms 10-K, 10-Q, 8-K, Forms 3/4/5, and Section 16 filings.

Assist with insider trading compliance programs, including blackout period administration and pre-clearance processes.

Coordinate the annual shareholder meeting, including logistics, shareholder materials, and responses to shareholder inquiries.

Collaborate with internal and external legal counsel on governance, securities, and compliance matters to support legal accuracy and risk mitigation.

Conduct research on governance, legal, and regulatory issues to provide informed recommendations and support strategic decision-making.
Support the Code of Conduct, whistleblower program and ethics compliance as required.
Assist with mergers & acquisitions due diligence and integration as it relates to corporate governance and legal entity management.
Support executive compensation and equity administration teams on governance aspects.
Lead or participate in department-wide initiatives aimed at improving processes, technology, or efficiency.
Supervise and coach direct reports in the performance of their duties; complete performance reviews and provide feedback to direct reports.
Travel to support legal matters in divisions and lines of business.
Ability to work cooperatively in high paced and sometimes stressful environment.
Ability to manage conflict in a reasonable, nonconfrontational and cooperative manner.
Ability to act with honesty and integrity regarding customer and business information.
Ability to follow directions and seek assistance when necessary to resolve customer and business issues.
Must be able to perform the essential functions of this position with or without reasonable accommodation.

Qualifications

Minimum

12+ years of experience in corporate counsel supporting large publicly traded organizations
Juris Doctor degree from accredited law school
Broad and meaningful experience in securities and mergers & acquisitions
Experience in leading and managing attorney teams and other legal professionals
Experience advising and interacting with executive leadership and other levels of management across business functions
Exemplary oral and written communication skills and practical and creative problem-solving skills
Demonstrated experience supporting a Board of Directors in committee operations

Preferred

Significant securities experience
Experience handling and/or overseeing regulatory matters in myriad jurisdictions and forums across US

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Corporate Legal - VP, Assistant Corporate Secretary

Job Description - Corporate Legal - VP, Assistant Corporate Secretary

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