Managing Director - Associate General Counsel-Office of the Secretary

JPMorgan Chase & Co.•New York, NY

About The Position

Join the JPMorganChase Legal Department to help keep the firm strong and resilient by anticipating emerging governance risks and delivering practical, strategic counsel. This role involves partnering with senior leaders to shape best-in-class governance practices, leading complex proxy and annual meeting execution, and advancing digital-led governance solutions within a global, high-performing institution. As a Managing Director in the Legal Department Office of the Secretary, you will provide strategic governance leadership and counsel to senior management and key stakeholders across the firm. Responsibilities include overseeing governance advisory, legal entity management, governance policy, and board administration for the public holding company and key U.S. subsidiaries. You will also be responsible for the proxy statement and Annual Meeting of Shareholders process, including shareholder proposals and engagement support, driving innovative, digital-led governance solutions, and developing a high-performing governance team.

Requirements

Juris Doctor (JD) (or equivalent) and active bar admission in at least one U.S. state; licensed to practice law in the country of employment.
12+ years of relevant legal experience (large law firm and/or in-house), with deep focus on corporate governance and SEC reporting for public companies.
Significant experience advising Boards of Directors, Board committees, and senior executives in complex, highly regulated organizations.
Expert-level proficiency in SEC disclosure and reporting requirements, including proxy statements and shareholder proposals; strong understanding of NYSE and other related governance standards.
Demonstrated leadership running enterprise-scale governance programs (proxy/annual meeting, governance policy, board support) with high visibility and tight timelines.
Proven ability to exercise excellent judgment and discretion with confidential and market-sensitive information.
Outstanding communication skills with the ability to influence and advise at the most senior levels.
Strong stakeholder management skills and ability to align diverse viewpoints across Legal, Risk, Finance, Investor Relations, Sustainability, and Lines of Business.
Track record of leading, mentoring, and developing high-performing teams.
Ability to operate effectively in a fast-paced environment, balancing multiple concurrent priorities and delivering high-quality outcomes.
Successful completion of conflicts of interest clearance review prior to commencement of employment.

Nice To Haves

Experience in a corporate secretary’s office or corporate governance center of excellence at a large public company or financial institution.
Experience leading or implementing digital transformation efforts for governance workflows (e.g., board materials, entity management, reporting automation).
Familiarity with shareholder engagement dynamics, proxy advisory firm considerations, and activism preparedness.
Experience advising on governance implications in M&A, legal entity reorganizations, and capital actions.
Experience building horizon-scanning processes for emerging governance and disclosure topics (including sustainability-related developments).
Experience partnering with global teams across jurisdictions and managing jurisdictional governance requirements.
Strong project/program management approach with a demonstrated ability to execute through others.
Strong interest in AI, coding and hybrid workflows.

Responsibilities

Advise senior management, and senior legal leaders on public company governance, fiduciary duties, and governance best practices.
Responsibility for end-to-end governance support for the Board’s Corporate Governance & Nominating Committee, including agenda planning, research, materials, and minutes.
Drive the annual proxy statement process, including Reg S‑K/SEC/NYSE disclosure requirements with key partners and drafting key governance sections.
Direct shareholder proposal strategy and execution, including any SEC no-action process in partnership with outside counsel and internal subject matter experts.
Manage legal requirements and execution for the Annual Meeting of Shareholders, including preparation for and support of shareholder Q&A.
Provide governance counsel on director independence and committee qualification requirements, including Clayton Act Section 8 and DIMIA considerations.
Advise on Section 16 matters, 10b5‑1 plans, insider trading policy, and related regulatory disclosures.
Draft and review governance-related disclosures, including Form 8‑Ks and relevant portions of periodic and corporate reports.
Set global governance policy direction for legal entity management and drive continuous improvement in governance frameworks and controls.
Partner cross-functionally with Investor Relations, Sustainability, CFO, Risk, LOB SMEs, Technology, Data, Product, and Program teams to align governance initiatives, influence public policy, and deliver digital solutions.
Lead and develop a team of governance professionals, setting a culture of excellence, innovation, and accountability.

Benefits

competitive total rewards package including base salary determined based on the role, experience, skill set and location.
commission-based pay and/or discretionary incentive compensation, paid in the form of cash and/or forfeitable equity, awarded in recognition of individual achievements and contributions (for eligible roles).
comprehensive health care coverage.
on-site health and wellness centers.
a retirement savings plan.
backup childcare.
tuition reimbursement.
mental health support.
financial coaching.

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