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Sr Paralegal

Location: 

King Of Prussia, PA, US

Company:  UGI Corporation

Power up your career in the dynamic energy industry! UGI Corporation is an international energy distribution and services company that provides superior service in delivering a range of energy products. By operating as a best-in-class service provider, offering a great place to work, serving our communities and delivering value to investors, we aim to positively impact the lives of our shareholders, employees, customers and communities.

UGI Corporation (NYSE: UGI) is a holding company that distributes and markets energy products and services through our subsidiaries and the company’s common stock is a balanced growth and income investment. UGI Corporation has paid common dividends for more than 134 consecutive years.

 

In addition to a challenging career and competitive compensation, our employees enjoy:

Generous Health & Welfare Benefits Including:

- Medical
- Dental
- Vision
- Optional Health Savings Account
- Optional Dependent Care Savings Account
- Paid Maternity/Paternity Leave
- Prescription Coverage
- Health Advocate
- Life Insurance
- Disability Insurance
- Employee Assistance Program


Additional Benefits Include:
 
- 401K with a generous company match
- Tuition Reimbursement
- Assistance with Professional Credentialing
- Adoption Assistance
- Pet Insurance
- Onsite Deli and fitness facility
- Employee Discount Programs

 

 

The primary purpose of this position is to provide support in the area of corporate governance and SEC regulatory/shareholders matters.  In addition, with minimal supervision, the employee is expected to provide high level, advanced paralegal support on assignments that are varied, broad and complex in nature and require originality, ingenuity, a high degree of technical skill, and special project management and coordination skills.  This position must have significant experience in matters of corporate governance and SEC regulations.  The position requires the employee to have a comprehensive understanding of one or more legal areas, in particular corporate governance and securities, and the ability to easily transition into areas with which the employee may be less familiar. 

 

Job Responsibilities:

Corporate Governance

  • Supervise maintenance of records of Board of Directors’ meetings, including assisting the Corporate Secretary and Assistant Secretary in the drafting and preparation of minutes and unanimous consents for all companies.  Supervise maintenance of corporate records.
  • Coordinate distribution of various materials to the Board of Directors and Committees through Diligent, a secure online portal.
  • Prepare and disseminate information resulting from actions of the Board of Directors or shareholders, including assisting in the maintenance of a database of officers and directors of UGI and its subsidiaries. Supervise maintenance of computer database of general corporate records, including corporate bylaws.
  • Respond to a variety of questions from directors, officers, and shareholders, including researching corporate minutes and records of acquisitions, divestitures and mergers.
  • Research corporate governance issues and monitors developments in corporate governance and related guidance;
    • Analyze directr independence (including related party transaction disclosures, potential Clayton Act conflicts, potential non-profit affiliation conflicts and other business relationships and other qualification-related disclosures) as back-up diligence to proxy disclosures and relating to potential director candidates.
    • Draft gvernance-related disclosures for proxy statement after careful consideration of disclosure requirements, emerging trends and best practices.
    • Mnitor governance rating agency reports and proxy voting guidelines of Company’s institutional investors.
  • Prepare drafts of agendas, memos and other materials for Board and Committee meetings.
    • Draft gvernance-related legislative summaries/presentations for committee review; including current best practices and emerging trends and corporate governance updates based on independent research and analysis.
  • Assist in the preparation of annual questionnaires to directors and officers for the Corporate Secretary’s independence assessment and SEC disclosure.
    • Maintain bigraphical and other governance-related information for directors and officers (i.e., mandatory retirement age charts, committee membership charts, etc.).
  • Assist in the preparation of Board and Committee self-assessment questionnaires.
  • Prepare and coordinate new director and new officer orientation sessions and materials (including keeping reference material up-to-date on Diligent).
  • Conduct due diligence for NYSE governance-related required filings.

 

Annual Shareholders Meeting and Proxy Statement

  • Coordinate distribution of the proxy statements, proxy cards and related materials for, and prepare documents for Judge of Election for, and initiate draft of Chair’s script for, and prepare minutes and maintains records of, annual meeting of shareholders.  Coordinate preparation for the annual shareholders meetings.

 

Securities/Stock Options/Stock Exchange

  • Monitor compliance with federal securities laws regarding reporting of share ownership and clearance of securities for sale under Rule 144.
  • Timely preparation of required compliance and regulatory filings, including the Proxy Statement, Section 16 filings (Forms 3, 4, and 5) and the annual certifications and other reports to the NYSE.
  • Work with Morgan Stanley to manage cashless stock option exercises for officers and directors of UGI, AmeriGas and their subsidiaries, as needed.
  • Interface with Treasury/IR Department and transfer agent on shareholder matters, stock transfer matters, shareholder records and stock exchange listing matters.

General Corporate

  • Auditing Standard 2410 (f/k/a AS18) – Related Parties - Disseminate quarterly ‘bring down’ memos to directors (annual questions are contained within D&O questionnaires); provide to Internal Audit Related Party listing and Company D&O listing on a quarterly basis and maintain files as backup evidence and support for review by independent auditors.
  • Prepare capital contribution agreements and unanimous consents for dividends and distributions.
  • Provide a wide range of services, such as assisting with the preparation of documentation for general legal matters (including condemnations) and state reports and performs legal research.
  • Assist in handling miscellaneous corporate legal matters, including providing general support to Corporate Secretaries.
    • Prepare and maintain listing f director education opportunities.
    • Research and analysis f potential director candidates.
  • Provide back-up support to other paralegals.

 

Computer

  • Work with a number of software applications and integrated programs with other entities including: 
  • RR Donnelly (File16) for insider reporting;
  • CT Corporation (hCue) for maintaining and reporting information on UGI and all subsidiaries, and all directors and officers of UGI and all subsidiaries;
  • Morgan Stanley for equity compensation governance, including reviewing equity holdings of employees, officers and directors.
  • Diligent for the secure delivery of materials to the Board of Directors and Committees in advance of meetings, as well as interim correspondence.
  • eGovDirect for annual and interim filings with the New York Stock Exchange.

 

Job Requirements:

  • Paralegal Certificate from ABA approved paralegal program. 
  • College degree (B.A. or B.S.) preferred. 
  • Min of 5 plus years of paralegal experience is required in governance and/or SEC reporting in a large law firm or public company environment. 
  • Must be punctual and dependable and able to work independently in a fast-paced, externally imposed, deadline-oriented environment. 
  • This position requires employee to be able to manage and coordinate complex group projects involving multiple disciplines within the Company and its affiliates/subsidiaries. 
  • This position requires the employee to have well-developed legal research and writing skills, organizational skills, project management/coordination skills and the ability to balance a heavy workload while meeting various deadlines, the ability to handle complex issues, and comfort using various computer programs.

 

All offers of employment are contingent upon the successful completion of a background check and drug screen, subject to applicable laws and regulations.

 

UGI Corporation is an Equal Opportunity Employer.  The company maintains and observes employment policies that do not discriminate against any person because of race, color, sex, sexual orientation, gender identity, national origin, religion, disability, age, ancestry and any other basis prohibited by federal, state or local law. This applies to recruiting, hiring, training, compensation, overtime, job classifications, work assignments, promotions, demotions, layoffs, terminations, transfers, and all other conditions of employment.


Nearest Major Market: Philadelphia

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