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Service Project

Location:
Boston, MA, 02108
Posted:
November 14, 2012

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Resume:

Brett A. Miguel

* **** ********, ***** ******, MA 02127

617-***-**** ab8yqc@r.postjobfree.com

Summary

Senior Legal and Compliance professional with extensive experience in

managing the preparation of US and foreign corporate and regulatory filing

documents. Excellent analytical, interpersonal, communication,

organizational and project management skills. Highly collaborative, detail

oriented and able to handle a multitude of complex projects simultaneously

under tight deadlines.

Experience

PROFUND ADVISORS, Bethesda, MD June 2009-January 2012

Senior Paralegal - Legal & Compliance

Supervised the preparation and coordination of SEC filings and fund

documents on behalf of 275 funds under ProFunds, Access One Trust and

ProShares Trust (the "ProFunds Group").

. Drafted and updated the ProFunds Group's registration filing documents,

including prospectuses, statements of additional information ("SAI"),

supplements, Part C, exhibits, signature pages, transmittal letters and

Form 8-A and maintained an electronic repository of such documents.

. Reviewed, analyzed and advised business units and service providers on

disclosure requirements and legislation developments and created and

implemented administrative procedures and systems based on such

requirements.

. Prepared and distributed regulatory compliance calendars, project work

schedules and requests for information to internal business units and

service providers for new fund and annual update registration filings.

. Created and updated 13 separate summary prospectus templates pursuant to

Rule 498 and Form N-1A for benchmarked funds under matching, leveraged,

inverse and inverse leveraged and alpha categories.

. Created and implemented investment strategies and risk matrixes and an

updated disclosure tracking system that served as resources when updating

prospectuses and SAI disclosure for the ProFunds Group and coordinated the

matrixes and disclosure updates with service providers.

. Reviewed updated drafts of prospectuses, SAI, Part C, marketing materials

and Extensible Business Reporting Language (XBRL) proofs and provided

comments to service providers and/or variable insurance clients.

. Prepared budget forecasts in Excel and implemented an invoice tracking

system.

BLACKROCK, INC., Boston, MA September 2005-November 2008

Vice President - Legal & Compliance

Managed the preparation and coordination of foreign regulatory filings and

corporate documents. Oversaw the subscriptions and resales of domestic and

foreign private equity issuers, development of procedures and a database of

private placement rules and requirements for BlackRock's private equity

funds and subsidiaries.

. Prepared, reviewed and coordinated corporate organizational documents,

board materials and regulatory filing documents, including articles of

incorporation, board minutes, secretary certificates, resolutions and

registration documents on behalf of BlackRock's foreign advisory and

marketing entities ("BlackRock's business entities").

. Reviewed and analyzed foreign regulatory requirements applicable to

BlackRock's business entities. Developed country specific compliance

calendars and procedures for foreign regulatory filings and board matters

and supervised the process and coordination with internal business units

and service providers.

. Assisted in the development of a worldwide private placement summaries

database, which included organizing, reviewing and analyzing approximately

500 country counsel memoranda on applicable regulations, creating and

continually updating country specific summaries of foreign regulatory

requirements, communicating with country counsels on legislation

developments and regulatory matters.

. Reviewed and commented on approximately 150 marketing and client

reporting materials on a monthly basis for BlackRock's fund-of-funds,

hedge funds and alternative products.

. Managed the private placement transactions of restricted securities of

approximately 400 issuers a year, including negotiating, drafting and

reviewing subscription documents, certifications, purchase and sales

agreements, limited partnership agreements, stock purchase agreements,

registration rights agreements and confidentiality agreements.

. Reduced risk exposure by developing private placement compliance

procedures for BlackRock's Global Resources, Health Sciences and Global

Allocation Groups. Advised Groups on compliance policies and procedures,

including sales and purchases of restricted securities in accordance with

Reg D., Rule 144, Rule 144A and Reg. S.

MASSACHUSETTS FINANCIAL SERVICES COMPANY ("MFS"), Boston, MA

November 1996-September 2005

Legal Product Manager

Managed the preparation and coordination of SEC and foreign regulatory

filings, corporate documents and shareholder communications of MFS' US and

offshore fund product offerings.

MFS Offshore Funds (Luxembourg SICAV and FCP Funds, Cayman Island Funds,

Japan ITM Funds)

. Oversaw the registration of the MFS Offshore Funds with foreign

regulatory authorities, which included drafting, coordinating, preparing,

reviewing and negotiating filing applications, service provider contracts,

prospectuses, country specific ancillary disclosure documents and foreign

regulatory authorities' comments.

. Drafted and maintained corporate documents for MFS' foreign management

company, including articles of incorporation, board minutes, shareholder

resolutions and secretary certificates.

. Acted as primary liaison with foreign counsels, service providers and

internal business units on registration issues, legislation developments

and project initiatives and created schedules of project work assignments.

Created and updated compliance resource materials and administrative

procedures relating to foreign country requirements with respect to on-

going filing requirements, shareholder documents, marketing/advertising,

publication of notices and shareholder information.

. Managed the updating process of prospectuses and other required

disclosure and/or filing documents, which included: scheduling work

assignments with internal business units, foreign counsels and other

service providers; drafting, reviewing and coordinating disclosure

documents; resolving comments; and coordinating foreign language

translations, printing and distribution of such documents.

. Provided guidance to internal departments in supporting the compilation,

development, submission, publishing and maintenance of marketing,

shareholder and foreign regulatory filing documents and procedures,

including coordination and distribution of disclosure documents,

performing quality checks on the implementation of documents to the

documents management system and intranet sites to ensure accuracy.

MFS Domestic Funds

. Managed the preparation and filing of the MFS Funds' initial and annual

updated registration statements on Forms N-1A and N-2, which included:

drafting prospectuses, statements of additional information, supplements

and related exhibits; scheduling and overseeing work assignments and

advising business units on disclosure requirements.

. Coordinated the preparation and filing of the MFS Funds' registration

statements on Form N-14, which included drafting proxy statements, proxy

cards, reorganization agreements, related exhibits and closing materials

and oversaw the closing process.

. Assisted in the merging, dissolution and registration of the funds by

drafting merger agreements, minutes, officer's certificates, resolutions,

articles of incorporation and by-laws.

. Researched and provided information necessary for N-CSR filings.

Education

Chaminade University of Honolulu, Honolulu, HI

Bachelor of Business Administration, Management/Finance



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