Governance & Securities Director, Assistant General Counsel

  • Capital One
  • Sep 02, 2022
Full time Legal

Job Description

The Governance & Securities  team within the Legal Department of Capital One is seeking an experienced attorney to provide legal support to Capital One on executive compensation, SEC reporting and disclosure, financial reporting, and general corporate governance, as well as managing communications between corporate management and our investors (Investor Relations). This is a highly visible role within the organization requiring strong judgment and presence  in interacting with executive leadership and the Board of Directors.

In this role, you will help to identify risks and solve problems alongside a team of world-class professionals. You will find that the Legal Department is not a “check the box” function but instead, an important voice and strategic partner in all aspects of the business. You will discover a collaborative environment that values your insight, encourages you to take on new responsibility, promotes continuous learning, and rewards innovation and intellectual curiosity.  

In joining Capital One, you will embark on a rewarding and exciting career with a leading player in the financial services industry while teaming with a diverse group of individuals at an organization that cares greatly for, and gives back to, the communities that it serves.  

This role will support or perform the following activities:

  • Lead the drafting and filing processes associated with the annual Proxy Statement

  • Partner with other subject matter experts throughout Capital One with respect to the annual stockholders meeting, Proxy Statement, securities law filings, transactions, and regulatory matters

  • Advise on a broad range of executive compensation and equity administration matters, including Section 16 filings and insider trading policies

  • Provide legal support in connection with the governance activities of the Board of Directors and its committees, management committees, and legal entities, including the drafting of minutes and resolutions

  • Draft and review  a broad range of Securities Exchange Act of 1933 and1934 filings, including Forms 10-K, 10-Q, and 8-K

  • Provide legal support and advice to Capital One's Investor Relations and SEC Reporting groups on public disclosure and other legal matters

  • Identify, analyze and report on legal and market practice developments impacting Capital One’s disclosures, governance, and executive compensation practices, including changes in laws, regulations, policies, and industry best practices

  • Manage and coordinate with outside counsel, when necessary

The Person

  • The successful candidate will be a seasoned legal professional with proven ability to operate effectively in a complex, highly regulated, fast-paced and evolving environment with minimal supervision

  • Have strong organizational skills with impeccable attention to detail and possess excellent analytical, oral and written communication skills

  • Experience advising senior executives and other leaders on complex legal issues

  • Ability to build collegial and effective relationships with business customers, attorneys, project managers, and corporate compliance professionals at all levels of the company

  • Ability to prioritize and manage a significant volume of legal questions on a broad array of topics with multiple and simultaneous deadlines

  • Work collaboratively with other members of the Legal Department and business customers to provide nuanced legal advice and pragmatic counsel 

  • Inspire your team and others

Basic Qualifications

  • Juris Doctor from an accredited law school

  • Active member in good standing of at least one state bar

  • At least 5 years of experience in an in-house counsel role or combined experience at a law firm and in-house counsel role with a public company, engaged in a corporate governance and securities law practice

Preferred Qualifications

  • 8+ years of law firm or in-house counsel experience with a financial institution engaged in a securities, corporate governance, and executive compensation practice

  • Be a self-starter

  • Have persistence in closing out tasks and projects

At this time, Capital One will not sponsor a new applicant for employment authorization for this position.

No agencies please. Capital One is an Equal Opportunity Employer committed to diversity and inclusion in the workplace. All qualified applicants will receive consideration for employment without regard to sex, race, color, age, national origin, religion, physical and mental disability, genetic information, marital status, sexual orientation, gender identity/assignment, citizenship, pregnancy or maternity, protected veteran status, or any other status prohibited by applicable national, federal, state or local law. Capital One promotes a drug-free workplace. Capital One will consider for employment qualified applicants with a criminal history in a manner consistent with the requirements of applicable laws regarding criminal background inquiries, including, to the extent applicable, Article 23-A of the New York Correction Law; San Francisco, California Police Code Article 49, Sections 4901-4920; New York City’s Fair Chance Act; Philadelphia’s Fair Criminal Records Screening Act; and other applicable federal, state, and local laws and regulations regarding criminal background inquiries.

If you have visited our website in search of information on employment opportunities or to apply for a position, and you require an accommodation, please contact Capital One Recruiting at 1-800-304-9102 or via email at All information you provide will be kept confidential and will be used only to the extent required to provide needed reasonable accommodations.

For technical support or questions about Capital One's recruiting process, please send an email to

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Capital One Financial is made up of several different entities. Please note that any position posted in Canada is for Capital One Canada, any position posted in the United Kingdom is for Capital One Europe and any position posted in the Philippines is for Capital One Philippines Service Corp. (COPSSC).