Position is responsible for the execution of governance processes and compliance with legal and regulatory requirements. Provides oversight for all Emerging Markets' board of director and committees, new director on-boarding, and serves as a primary point of contact in the absence of the Board Relation's manager.
- Assist with reviewing, analyzing and making recommendations for governance processes, practices and committee charter reviews.
- Oversee all specialized functions as it relates to the Emerging Markets board directors.
- Oversee the coordination of all meetings and events with board directors.
- Accurately interprets state rules and regulations; further interprets and communicates appropriate board/department protocols, regulations, policies and procedures.
- Accurately interpret legal components of and impacts on corporate governance model. Establish and maintain highly functional working relationship with the Office of General Counsel and Regulatory Services.
- Coordinate with the Office of General Counsel and Regulatory Services to amend company by-laws, articles of incorporation, and other documents as appropriate.
- Lead board director on-boarding and facilitate board orientation materials in coordination with executive staff and key personnel.
- Act as a main point of contact for the Corporate Secretary and provide oversight and support to Board Relations staff, in the absence of the Board Relations Manager.
- Represent the department and division as requested on work groups and special assignments.Attend board director and committee meetings and functions, and take initiative to engage in positive and effective communication with board directors and executive staff.
- Liaison with parent company (BCBSM) on board related matters.
- Oversee, or conduct research for various board and governance related initiatives or projects and prepare executive summaries regarding findings and make recommendations.
- Communicate with Board Relations Manager, executive staff and other key personnel within Emerging Markets to set expectations around board and committee material content and timelines.
- Conduct regular audits of board compensation records, deferred compensation program and corporate recordsParticipate in the development of annual departmental budget, monitor results, research discrepancies and make recommendations.
- Work with minimum or no supervision and exercise sufficient discretion and independent judgment and decision making ability.
- Participate in developing department goals, objectives, processes, procedures and systems.
- Maintain confidentiality.This position description identifies the responsibilities and tasks typically associated with the performance of the position. Other relevant essential functions may be required.
EDUCATION OR EQUIVALENT EXPERIENCE:
Bachelor's degree in business administration or related field is required. Combinations of relevant education and experience may be considered in lieu of a degree. Continuous learning, as defined by the Company's learning philosophy, is required. Certification or progress toward certification is highly preferred and encouraged.
Seven years of multi-faceted experience in the insurance industry or relevant experience that provides the necessary skills, knowledge and abilities including a minimum of two years of proven ability to interact with all levels of management and board of directors. Four years of related corporate governance experience required. Knowledge of organization, company and departmental policy and procedures highly preferred.
SKILLS/KNOWLEDGE/ABILITIES (SKA) REQUIRED:
- Knowledge of corporate bylaw requirements and demonstrated ability to amend bylaws and articles of incorporation.
- Knowledge of corporate governance and the policies and procedures of the enterprise.
- Thorough understanding of the legal entity structure of the enterprise.
- Knowledge of annual shareholder meetings and board of director's election process.
- Ability to take initiative, prioritize with minimal or no supervision and work independently as well as function as a member of the team.
- Demonstrated ability to work with enterprise executives, senior management and external contacts.
- Ability to work with others to build consensus and get decisions implemented.
- Ability to function under pressure and handle numerous tasks simultaneously.
- Ability to interact diplomatically with high-level individuals.
- Ability to manage multiple priorities, establish workflows, and meet necessary deadlines.
- Demonstrated ability to establish and maintain exceptional working relationship with board of directors. Act as primary point of contact for board of directors on various matters and in the Board Relations Managers absence.
- Advanced user of Word, Excel, PowerPoint, Adobe and preferably board portal software.
- Ability to perform assignments at locations outside the office.
- Ability to use diplomacy, discretion and appropriate judgment.
- Ability to follow complex instructions and to apply instructions and guidelines in the disposition of problem.
- Ability to proofread documents for accuracy of spelling, grammar, punctuation and format.
- Ability to solve practical problems and deal with a variety of variables in situations where only limited standardization exists.
- Ability to comprehend the consequences of various problem situations and address them or refer them for appropriate decision-making.
- Ability to effectively exchange information, in verbal or written form, by sharing ideas, reporting facts and other information, responding to questions and employing active listening techniques. Ability to make high level decisions with little or no direction.
- Ability to manage responsibilities as unexpected pressures/dilemmas arise.
- Demonstrated ability to maintain confidentiality.
Work is performed in an office setting with no usual hazards. Work schedule is typically a standard 40-hour week, but may be irregular depending on the work necessary to complete. Travel is required with some overnight stays.
The qualifications listed above are intended to represent the minimum education, experience, skills, knowledge and ability levels associated with performing the duties and responsibilities contained in this job description.
We are an Equal Opportunity Employer. Diversity is valued and we will not tolerate discrimination or harassment in any form. Candidates for the position stated above are hired on an 'at will' basis. Nothing herein is intended to create a contract.