VP, Regulatory Counsel (Transactions, Projects, & Business Initiatives)

RGA • United States, MO

9d • Hybrid

About The Position

RGA is seeking a VP-level regulatory counsel to advise on insurance regulatory aspects of complex reinsurance, M&A, capital management, structured finance and other strategic transactions and business initiatives across regions. The role develops and executes regulatory approval strategies, prepares regulator-facing filings and presentations, and explains complex transaction structures to insurance supervisors. The counsel works with deal teams from structuring through closing and partners with Global Law & Compliance colleagues, business leaders and senior management, independently and by leading internal and external resources.

The position is located in Chesterfield and NY. It serves as regulatory counsel on transactions, analyzes structures and deal documents for regulatory implications, identifies required approvals and ongoing compliance obligations, and integrates them into transaction design and timetables. It leads regulatory strategy and engagement, prepares applications and other regulator-facing materials, supports discussions with insurance regulators, coordinates approvals and regional legal matters, tracks regulatory conditions and commitments, and manages outside counsel and other resources. The role also supports the SVP, Reinsurance & Regulatory Counsel on other complex matters as needed.

Requirements

• Law degree from an accredited law school.
• Bachelor’s degree from an accredited university or college.
• Licensed to practice law in at least one U.S. state or relevant legal jurisdiction.
• At least 12 years’ experience as a practicing attorney in a law firm or corporate legal function, with substantial experience leading M&A, reinsurance, financing, capital markets, structured finance or other complex transactions.
• Ability to analyze complex transaction structures, identify legal, execution and regulatory risks, and lead negotiations through signing and closing.
• Ability to explain complex transaction structures and their financial and risk impacts clearly and credibly to regulators, directors and business leaders, orally and in writing.
• Expert drafting, review and negotiation skills, including preparation of clear, well-organized board- and regulator-facing materials.
• Ability to identify and interpret business, contractual, execution and regulatory issues and translate them into practical transaction and approval strategies.
• Ability to build trusted relationships with regulators, directors and senior management, and communicate sensitive matters clearly and candidly.
• Ability to provide legal advice at the level of an experienced law firm partner, with strong client service and interpersonal skills.
• Ability to manage, or quickly develop the skills to manage, attorneys and other legal professionals.
• Highly organized, results-oriented and attentive to detail, with ability to prioritize and meet transaction, filing and regulatory deadlines across multiple time zones.
• Flexible, proactive and accountable; able to collaborate constructively with colleagues and stakeholders at all levels.
• Ability to maintain strict confidentiality.
• Willingness to continuously develop skills in evolving technologies and practices.
• Insurance regulatory experience is desirable but not required; candidates with strong deal experience must be able and willing to develop insurance regulatory expertise quickly.

Nice To Haves

• Experience obtaining regulatory approvals for complex transactions involving regulated financial institutions or insurance companies, including U.S. insurance holding company regulation and/or Bermuda, UK or EU insurance regulatory regimes.
• Experience with life and health insurance and reinsurance products and insurance-related structured finance or third-party capital transactions, such as sidecars, funding agreement-backed notes, letters of credit and reinsurance collateral arrangements.
• Experience in a global business enterprise with operations on various continents and different legal systems and cultures.
• Experience managing other attorneys, individually or as a team, in a law firm or corporate legal function.
• 15+ years’ experience as an attorney in a law firm or corporate legal function.

Responsibilities

• Serve as regulatory counsel on complex reinsurance, M&A, capital management, structured finance and other strategic transactions.
• Analyze transaction structures and deal documents for regulatory implications; identify required approvals, notifications and ongoing compliance requirements and incorporate them into transaction design and timetables.
• Develop and execute regulatory strategies, anticipate supervisory concerns, plan regulator engagement, and advise on alternatives that meet business objectives while managing risk.
• Explain complex transactions to regulators and prepare applications, filings, notifications, presentations and responses describing transaction structures, rationale and risk impacts.
• Lead or support discussions with the Missouri Department of Commerce & Insurance, the Bermuda Monetary Authority and other insurance regulators; prepare management for regulatory meetings and examinations.
• Work with deal teams, finance, tax, actuarial, risk and outside advisers to reflect regulatory requirements in deal terms and documentation.
• Coordinate regulatory approvals with related corporate and board approvals.
• Coordinate regulatory matters across regions with regional legal teams, Compliance and Government Relations.
• Track the regulatory pipeline, conditions and commitments, and oversee satisfaction of regulatory conditions after closing.
• Manage outside counsel and other resources, and support the SVP, Reinsurance & Regulatory Counsel on other complex matters as needed.

Benefits

• Annual bonus plan that includes all roles.
• Some positions are eligible for participation in a long-term equity incentive plan.
• Full range of health, retirement and other employee benefits.
• Respectful, welcoming environment that fosters individuality and encourages pioneering thought.
• Opportunity to gain knowledge and experience with diverse colleagues around the world.

What This Job Offers

• Job Type: Full-time
• Career Level: Senior
• Education Level: Ph.D. or professional degree