General Counsel

Heartland Financial USA, Inc. is a growing dynamic organization with many locations offering uniquely different banking and financial solutions for businesses and personal clients. As a performance driven company, we strive to create a culture of excellence with high standards, and high values while providing outstanding growth and involvement opportunities for employees. Join a team that makes "Great Things Happen!"™

Reporting to the EVP, Senior General Counsel, the General Counsel/Corporate Secretary will be responsible for managing and overseeing the legal functions of the organization. Responsibilities include providing direct legal support to the executive management team, business units and other support centers. Will assist with litigation, corporate governance matters, Board and internal policies, merger and acquisitions, vendor management, risk management, regulatory filings, proxy, RSU and general corporate matters. Qualified candidates will have the ability to transition to EVP – Chief Legal Officer within 9 months of hire.

PRIMARY & ESSENTIAL RESPONSIBILITIES:

1.    Develops and recommends company policy and position on legal issues.
2.    Provides strategy and direction for the Legal Department.
3.    Partners with Senior General Counsel in managing legal affairs.
4.    Interfaces with executive leaders in other departments regarding legal and business issues facing the company.
5.    Manages and supervises external legal counsel.
6.    Provides direction relating to corporate governance, including working directly with directors, staying abreast of public company regulatory developments, and recommending policy/procedure changes.
7.    Responsible for the preparation of the annual proxy to shareholders with the assistance of outside counsel.  Prepares annual meeting documents for Heartland and member bank shareholder meeting and annual organizational meeting of the directors.
8.    Works closely with HR on compensation matters regarding the granting of RSUs, both performance and time based, vesting schedules, value of grants, options, and other compensation matters.
9.    Prepares and files regulatory applications and notices with Commissioner of Banks, FDIC, Federal Reserve Board and other governmental agencies as required. 
10.    Assists with mergers and acquisitions and SEC reporting.
11.    Reviews and negotiates vendor contracts and real estate leases
12.    Conducts and coordinates research into a variety of legal issues.
13.    Interacts with employees throughout the company that are seeking advice on legal questions.
14.    Prepares legal pleadings, motions, discovery, and stipulations.
15.    Drafts, reviews, and edits complex vendor, client, and employment contracts.
16.    Performs other duties as assigned.

SUPERVISORY RESPONSIBILITIES:

Other attorneys that are direct reports within the Legal Department.  Paralegal or administrative assistants, as applicable.

REQUIRED SKILLS & EXPERIENCE:
1.     10+ years of legal experience with publicly traded/highly regulated companies required (this experience may be working in a law firm with public clients that meet this criteria) 
2.    Juris Doctor from an accredited law school.
3.    Previous experience in business matters, regulations, contracts, employment, and banking 
4.    Strong knowledge of corporate and securities law.
5.    Previous experience managing the Corporate Proxy process
6.    Strong understanding of Restricted Stock a plus
7.    Previous experience working with mergers and acquisitions
8.    Strong knowledge of SEC reporting process
9.    Ability to discretely handle highly confidential and sensitive information
10.    Excellent written and verbal communication skills, including ability to draft well-written reports and general business correspondence
11.    Collaborative partner with strong inter-personal skills and the ability to work effectively with team members at all levels across the company, including directors and executive officers
12.    Must be highly organized with a strong attention to detail
 

Scheduled Weekly Hours:

40
Time Type:

Full time