Senior Corporate Governance Specialist - Medina, MN

Senior Corporate Governance Specialist - Medina, MN

ATTENTION MILITARY AFFILIATED JOB SEEKERS - Our organization works with partner companies to source qualified talent for their open roles. The following position is available to Veterans, Transitioning Military, National Guard and Reserve Members, Military Spouses, Wounded Warriors, and their Caregivers. If you have the required skill set, education requirements, and experience, please submit your application and follow the next steps. Unless specifically stated otherwise, this role is "On-Site" at the location detailed in the job post.

Polaris is seeking a talented and experienced corporate governance and securities law specialist to be responsible for providing high-level legal support to Polaris' Board, Senior Leadership, and Corporate Secretary's office. This individual will coordinate and complete time-sensitive and confidential work in a broad range of areas, including Board governance and planning, SEC reporting and compliance, subsidiary governance, and other aspects of the corporate secretarial function. This position requires 8+ years of experience with a focus on corporate governance, securities law disclosure (Section 16 reporting), and subsidiary management. The ideal candidate will have demonstrated ability to work and communicate effectively with Directors and Senior Leadership.

Essential Duties & Responsibilities:

• Supporting corporate secretarial function, including preparing corporate board resolutions and minutes, assisting with development of agendas for Board and Committee meetings, ensuring consistency in Board materials and managing board materials through the Company's board material communication portal.
• Assist with other corporate governance matters, including compliance with Committee charters and governance policies, collection and coordination of Board and Committee evaluations, and director and officer questionnaires.
• Monitor corporate governance and securities law requirements of the SEC, DGCL and NYSE; assist with the implementation, evaluation and monitoring of corporate governance policies, practices and procedures.
• Participate in the planning and implementation of the annual meeting of stockholders and all corporate Board and Committee meetings.
• Assist with SEC filings, including proxy statement preparation and documentation.
• Oversee compliance and assist with the process for executive officer stock trading and Section 16 compliance, prepare and file Forms 3, 4 and 5, maintain EDGAR access credentials, and manage records of insider ownership.
• Manage vendor relationships for board portal, service of process registered agents, transfer agents, and proxy services.
• Assist in administering the Company's director compensation programs.
• Develop and implement a best-in-class approach for corporate governance for global legal entities, including being the primary owner of GEMS, our entity management software.
• Support the Treasury and Tax teams with legal entity structuring, subsidiary management, and intercompany documentation.
• Maintain corporate records, including resolutions and minutes, coordinate appointment of directors and officers, manage registration and maintenance of each entity in good standing, ensure annual reports are filed, and coordinate paperwork for international entities to ensure annual and on-going compliance with corporate and business registration requirements.
• Support of M&A transactions and other transactions including preparing for closing and organization and preparation of due diligence materials.
• Manage corporate licenses and registrations to do business in states and foreign countries.
• Assist with SOX compliance, internal and external audits, and other special projects.
• Maintain strong, proactive communication with internal partners, exercising sound judgment, discretion, and a high level of professionalism.

QUALIFICATIONS: Bachelor's Degree preferred or equivalent education and experience 8+ years related experience with a global company and/or law firm with experience interacting with senior executive teams and Boards of Directors Strong familiarity with GEMS, Diligent, Workiva, and the Section 16 filing process and willingness and ability to learn how to use new tools Advanced proficiency in Teams and Microsoft Office 365, especially Excel and PowerPoint Knowledge and experience in the areas of corporate governance and securities ('33 and '34 Act) Excellent communication, interpersonal skills and collaboration skills, with the ability to build relationships across the business at all levels Demonstrated leadership skills that result in the production of high-quality services and exceptional standards Strong organizational skills, ability to work in high pressured environment and attention to detail is imperative Experience working on highly confidential matters responsibly and with discretion Ability to prioritize and own competing time-sensitive demands Open-minded attitude that no project is too big or too small, enthusiasm for learning new things and improving processes, and sense of humor Office environment with flexibility to work remote, limited travel for quarterly board meetings WORKING CONDITIONS: Hybrid working model (in office/WFH). Onsite schedule based on business need. Potential for remote based with travel to Polaris locations based on business need, dependent on candidate qualifications. The pay range for Minnesota is $110,000 to $135,000 per year. Individual salaries are determined through a wide variety of factors including but not limited to education, experience, knowledge, skills, and geography.