Corporate Counsel - Governance & Transactions

West Pharmaceutical Services • Exton, PA

4d • Hybrid

About The Position

West Pharmaceutical Services is seeking an experienced corporate, governance, securities, and transactions attorney to join its Governance, Securities & Employment/Litigation Center of Excellence in its global Legal department. This role will provide global legal support in public company governance, securities law compliance, SEC reporting, corporate finance, treasury matters, strategic transactions, and global corporate entity management.

The Corporate Counsel – Governance & Transactions will serve as a trusted advisor to our senior leadership and key corporate functions, including Finance, Treasury, Tax, Investor Relations, Corporate Development, Accounting, and other enterprise stakeholders. The role will support the corporate secretary function, public company reporting obligations, financing and transactional matters, global subsidiary governance, and legal risk management across the West enterprise. The position reports directly to the Senior Counsel & Assistant Corporate Secretary.

The role requires a pragmatic, business-oriented attorney with strong public company governance and securities experience, meaningful corporate transactional experience, sound judgment, and the ability to independently manage complex matters in a fast-paced, highly regulated global environment.

Requirements

• Law degree and bar admittance or license to practice law in at least one US jurisdiction.
• Minimum of 10+ years of legal work experience with a minimum 5-8 preferably combining large law firm and in-house experience.
• Bar admittance or license to practice law in at least one US jurisdiction.

Nice To Haves

• Preferred experience in pharmaceutical, medical device, biotech, or manufacturing industries.
• Preferred familiarity with regulated environments and operational business models.
• Demonstrated ability to embrace simplification of legal processes.
• Ability to balance legal risk with business objectives and provide practical, solution-oriented guidance.
• Comfortable reading, interpreting, and advising on financial documents as well as legal documents.
• Strong analytical, negotiation, and strategic thinking skills
• Excellent oral and written communication skills.
• Sound judgment and ability to work independently on high-impact matters.
• Dependability, attention to detail with strong organizational and time management skills a must.
• Strong interpersonal skills and ability to collaborate effectively across functions and levels of leadership.
• Ability to manage multiple priorities in a fast-paced, matrixed global organization.
• Strong subject matter expertise in global employment law.

Responsibilities

• Serve as legal advisor to the Finance function, including Treasury, Tax, Corporate Development, and related corporate functions on financing, capital markets, treasury, and strategic transaction matters.
• Provide legal support for credit facilities, debt transactions, guarantees, intercompany arrangements, banking documentation, treasury operations, and related compliance matters.
• Support corporate development, M&A, divestitures, joint ventures, investments, restructurings, integrations, and other strategic initiatives, including due diligence, transaction documentation, approvals, signing, closing, and post-closing matters.
• Draft, review, and negotiate corporate and transactional agreements, including confidentiality agreements, engagement letters, transaction documents, intercompany agreements, corporate resolutions, and other legal documentation.
• Advise on legal and business risks in connection with corporate transactions and strategic initiatives and provide practical mitigation strategies.
• Partner cross-functionally with Finance, Tax, Accounting, Corporate Development, Treasury, Compliance, Human Resources, Corporate Sustainability, and other business teams to support enterprise priorities.
• Support global corporate entity management and subsidiary governance, including entity formation, maintenance, dissolutions, reorganizations, officer and director changes, statutory filings, and subsidiary board approvals.
• Coordinate with regional legal teams, local management, outside counsel, and corporate service providers on global entity governance matters.
• Ensure effective management, organization, and secure maintenance of corporate records, minute books, governance documents, and legal entity information.
• Support intercompany governance, delegated authority, powers of attorney, signature authority, and other corporate administration matters.
• Assist with legal entity rationalization and simplification initiatives.
• Advise on SEC reporting and public disclosure matters, including Forms 10-K, 10-Q, 8-K, proxy statements, Section 16 filings, registration statements, and other securities filings.
• Partner with Finance, Accounting, Investor Relations, Human Resources, Corporate Sustainability, Compliance, and other stakeholders on earnings materials, press releases, investor presentations, public disclosures, and disclosure controls.
• Support Disclosure Committee processes and assist with review of disclosure controls and procedures.
• Advise on securities law compliance matters, including Regulation FD, insider trading, blackout periods, Rule 10b5-1 plans, Section 16 reporting, equity plan matters, and related policies and procedures.
• Monitor developments in securities laws, SEC rules, stock exchange requirements, and public company governance trends, and advise on implications for West.
• Coordinate with outside counsel and internal stakeholders on SEC comment letters, securities offerings, public disclosure matters, and other securities-related projects.
• Support the corporate secretary function, including preparation and review of Board and Committee materials, agendas, resolutions, minutes, consents, charters, governance policies, and related corporate records.
• Advise on public company corporate governance matters, including NYSE listing standards, SEC governance requirements, shareholder matters, director and officer matters, and evolving governance best practices.
• Support preparation and execution of the annual shareholder meeting, including proxy statement support, director and officer questionnaires, shareholder proposals, governance disclosures, and meeting logistics.
• Assist with director and officer onboarding, governance processes, committee calendars, annual evaluations, and updates to governance documents and policies.
• Partner with internal stakeholders to support compliance with corporate governance policies, approval authorities, delegations of authority, and other enterprise governance frameworks.
• Maintain and help enhance corporate governance processes, templates, records, and workflows to support simplification, consistency, and scalability.

Benefits

• Opportunities for professional growth through training programs, tuition assistance, leadership development, and skill-certification initiatives.
• Opportunities for international exposure and cross-functional collaboration.
• Performance-based bonuses, service recognition, and employee appreciation initiatives.

What This Job Offers

• Job Type: Full-time
• Career Level: Senior
• Education Level: No Education Listed