Head of Legal & Corporate Governance

Posting Date:       01/25/23
Location:              San Jose, CA (on-site only)
Requisition #:      HBC 23-102
Department:       Compliance

Please indicate the requisition number when applying for this role.

Job Summary:

Responsible for leadership and strategic oversight for the Company in a Head of Legal capacity.  Acts as general counsel including managing regulatory, governance and SEC reporting matters. Provides legal advice and counsel to the company’s executive team and the Board of Directors on a wide variety of topics such as corporate governance, regulatory, SEC, and other legal matters. Liaises with external law firms to synthesize all legal matters.

Pay Range:  Base Compensation is dependent upon role, experience, and skill set: Min- $143,798/yr  Max- $239,663/yr

Primary Responsibilities:

      Head of Legal

  • Identifies and addresses legal issues relating to the Company’s business and operations; recommends resolutions or alternative approaches and courses of action; provides legal counsel and support to the executive team and the Board of Directors regarding complex legal matters affecting the Company, including but not limited to regulatory, governance and SEC reporting matters.
  • Reviews and manages corporate contracts and negotiations including but not limited to leases and external law firm fees.
  • Manages external law firm relationships to provide for efficiency and value-added legal and business advice. Provides legal advice regarding corporate governance matters, and drafts memoranda, minutes and resolutions, as appropriate, in connection with matters presented or to be acted upon by Company management or the Board of Directors.
  • Conducts legal research and prepares memoranda, position papers, correspondence, or other materials summarizing and applying research and analysis to Company issues.
  • Coordinates and manages all Company legal matters, engaging with external legal counsel as applicable.
  • Assesses litigation risks and strategies in coordination with external law firms. Assesses Company Board and Governance policies, procedures, processes and documentation to ensure compliance with applicable laws and regulations.
  • Maintains open and interactive relations with the Board of Directors, (Bank and Holding Company), and the executive management team serving as a liaison and resource.

      Corporate Secretary and Shareholder Relations

  • Oversees the preparation of Board Committee and Board agendas. Provides guidance to the Assistant Corporate Secretary to coordinate board schedules, compilation of meeting materials and ensures all open issues are resolved in a timely manner. Responsible for managing the maintenance of all corporate records.
  • Oversees Stock Transfer Agent with regard to reports and actions to be taken in connection with Shareholders Meetings and interaction with shareholders regarding various transfer issues.
  • Oversees the planning and execution of the Annual Meeting of Shareholders, including mailings and filings as well as interaction with Transfer Agent in tabulation of voting. Works closely with Finance in the preparation of Proxy Statement and other SEC reporting documents.

Supervisory Responsibilities:

Directly supervises the Assistant Corporate Secretary and the Governance and Shareholder Relations areas. Carries out supervisory responsibilities in accordance with the organization’s policies and applicable laws. Responsibilities include interviewing, hiring, and training employees; planning, assigning, and directing work; appraising performance; rewarding and disciplining employees; addressing complaints and resolving problems.


      • J.D. degree from an accredited law school; California bar admission. Minimum 5 years prior experience in a comparable attorney position; experience with financial institutions, regulatory, securities, and corporate law preferred.
      • Strong knowledge and experience of corporate governance matters.
      • Strong business acumen with the ability to provide balanced guidance between risk and business operational needs.
      • Demonstrated ability to create legal defensive or proactive strategies.
      • Excellent knowledge and understanding of corporate law, governance and procedures. Excellent verbal and written communication skills.
      • Strong demonstrated professional judgment in making recommendations and communicating legal advice. Excellent organizational, interpersonal and team skills, including the ability to build consensus on difficult legal and business issues.
      • Excellent research skills and project management skills to include prioritization, time management and forward planning.
      • Demonstrated agility and nimbleness in responding to rapidly changing strategic and business objectives, job priorities, organizational structures, and individual workloads.
      • Experience collaborating across departments and business units on complex projects.

Compliance Responsibilities:

Responsible for ensuring legal and compliance with all aspects of job-related laws and regulations. Responsible for keeping legal and compliance knowledge current by attending legal and compliance related training seminars and/or staff meetings (or reviewing minutes when not in attendance for actual meetings) and by reading pertinent legal and compliance related materials. Job related laws and regulations include, but are not limited to, the following: SEC regulations; California Financial Code; and Regulation S-K.


Benefits include competitive salary, bonus plan, medical, dental, group life & long-term care insurance, vision care reimbursement, 401(k), and tuition reimbursement program, and a health club allowance.

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