Associate General Counsel, Fund Governance

We are seeking a seasoned legal professional to join Vanguard as Associate General Counsel, reporting to the Head of the Office of the Corporate Secretary. The attorney will have primary responsibility for supporting the governance and corporate secretary function for the Vanguard Funds Board of Trustees, its committees, and other related Vanguard fund boards, and will also advise on broader governance matters relating to Vanguard’s investment products and affiliated company boards. The attorney will serve as a trusted advisor to trustees, directors and senior executives on governance and fiduciary matters and will work closely with other attorneys and professionals in the Office of the Corporate Secretary and with Investment Company Act of 1940 and fund product counsel on regulatory and product matters.

Key Responsibilities:

• Acts as a strategic legal advisor on corporate governance matters and provides practical advice to trustees, directors, senior executives, and other stakeholders regarding applicable legal requirements, fiduciary obligations, governance practices, and board processes.
• Hires, evaluates, and supervises crew. Provides guidance and training as necessary to develop crew. Sets performance standards, reviews performance, and makes informed compensation decisions in accordance with all applicable Human Resources policies and procedures.
• Supports the governance and corporate secretary function for the Vanguard Funds Board of Trustees, its committees, and other related Vanguard fund boards, including meeting planning, agendas, board materials, resolutions, minutes, annual calendars, governance policies, and follow-up matters.
• Partners with other attorneys and professionals in the Office of the Corporate Secretary and works closely with fund product, compliance, risk, and business colleagues to help ensure that boards receive clear, complete, and decision-useful information. Reviews legal and governance documents and advises on board and committee materials prepared by or coordinated through the Office of the Corporate Secretary, with appropriate attention to accuracy, confidentiality, and sound governance practices.
• Monitors and analyzes legislative, regulatory, and governance developments in coordination with relevant subject matter experts and advises internal stakeholders regarding their potential impact. Provides legal counsel and practical advice to business leaders in addressing complex operational and corporate governance matters.
• Assists with broader governance matters relating to Vanguard’s other affiliated company boards, including special projects and evolving business needs.
• Directs and manages the work performed by outside counsel, as appropriate.
• Maintains a high level of knowledge in applicable areas of law, Vanguard’s business, and the investment industry. Stays abreast of industry, regulatory, and governance developments affecting Vanguard, builds productive internal and external relationships, and remains informed of relevant trends and leading practices.
• Participates in special projects and performs other duties as assigned.

Qualifications:

• Minimum ten years of related legal experience, with significant experience in corporate governance, board advisory matters, investment management, financial services, or another regulated industry.
• Strong knowledge of governance practices, fiduciary obligations, board processes, and corporate law. Familiarity with the Investment Company Act of 1940, Investment Advisers Act of 1940, and investment product governance preferred; registered fund, alternative investment, or comparable experience is also desirable.
• Skilled in managing complex board and senior stakeholder relationships, navigating fiduciary obligations, and exercising sound judgment on sensitive matters.
• Strong communicator and strategic thinker with the ability to synthesize complex legal and business issues, provide practical advice, collaborate effectively with regulatory and product subject matter experts, and influence at senior levels.

Special Factors

Sponsorship

About Vanguard

At Vanguard, we don't just have a mission—we're on a mission.

To work for the long-term financial wellbeing of our clients. To lead through product and services that transform our clients' lives. To learn and develop our skills as individuals and as a team. From Malvern to Melbourne, our mission drives us forward and inspires us to be our best.

How We Work

Vanguard has implemented a hybrid working model for the majority of our crew members, designed to capture the benefits of enhanced flexibility while enabling in-person learning, collaboration, and connection. We believe our mission-driven and highly collaborative culture is a critical enabler to support long-term client outcomes and enrich the employee experience.