08/21/2012 03358

DIRECTOR, CORPORATION FINANCE OFFICE

DEFINITION: This is highly responsible managerial work in planning and directing the statewide program for reviewing and analyzing all types of securities offerings and exemptions regulated by the Department of Banking and Securities.

The employee in this job is responsible for planning and directing the review and analysis of securities offerings and exemptions, including, but not limited to, direct participation programs, debts, equity and asset backed securities. An important aspect of the work is developing and implementing policies, rules, regulations, and procedures for the review and analysis of securities offerings and exemptions. Work also involves reviewing, analyzing, and recommending new legislation or revisions to existing legislation that affect these regulated offerings and exemptions. Duties include the interpretation and enforcement of state laws, rules, regulations, and policies for the regulation and continued compliance of securities offerings and exemptions, as well as, responsibility for developing programs and directing efforts to identify or prohibit activities which violate Pennsylvania securities laws through a comprehensive review of the substance of those offerings. Supervision is exercised over professional and administrative staff. Work is performed independently under the general direction of the Deputy Secretary who reviews work through conferences and achievement of statewide goals and objectives.

EXAMPLES OF WORK: Plans, coordinates, and directs the statewide program for reviewing and analyzing securities offerings and exemptions regulated by the Department of Banking and Securities.

Develops, recommends, and implements policies, goals, and objectives for the review of all types of securities offerings and exemptions.

Recommends new legislation or revisions to existing legislation affecting regulated securities offerings and exemptions.

Provides leadership and liaison between the Department and counsel for the issuer or underwriter and in the interpretation of laws, policies, regulations, and rules regarding acceptable practices and operations.

Directs the review of waiver requests of various statutory or regulatory requirements and recommends that requests either be denied or granted.

Directs the review and recommendation of denial, suspension or revocation of registration statements that are materially incomplete, contain unreasonable underwriting compensation, commit fraud on investors, or involve prohibited advertising of the offering.

Directs and oversees issues brought before the Department for informal guidance when the issuer refuses to make requested changes.

Supervises the review and analysis of all registration statements utilizing Small Company Offering Registration (SCOR).

Directs the review and analysis of public offerings and exemptions of debt securities by non-profit and for-profit organizations.

Supervises the review of the prospectus to be distributed to prospective investors in connection with the offer and sale of securities.

Directs the review of the securities offering issuer’s charter, by-laws, opinions of counsel, expert reports, underwriting agreements, subscription agreements, debt instruments, escrow agreements, and all other material contracts or agreements.

Supervises the review and analysis of rescission offers made to investors.

Develops and recommends budget and management requirements for effective program operations; controls office operations for conformity with Commonwealth management procedures.

Performs the full range of supervisory duties.

The employee in this job may participate in the performance of subordinates’ work consistent with operational or organizational requirements.

Performs related work as required.

REQUIRED KNOWLEDGES, SKILLS, AND ABILITIES: Knowledge of the laws and regulations governing securities.

Knowledge of the securities industry related to the various entities organized to issue, sell, or otherwise be involved in securities transactions.

Knowledge of the procedures, practices, and records used in securities offerings.

Knowledge of accounting principles and practices related to the issuance of securities offerings and exemptions.

Knowledge of office methods and procedures.

Ability to interpret and apply laws, rules, and regulations.

Ability to analyze and interpret data.

Ability to establish and maintain effective working relationships.

Ability to communicate effectively orally.

Ability to communicate effectively in writing.

MINIMUM EXPERIENCE AND TRAINING: Five years of professional work experience in the accounting, auditing, financial investigation or financial analysis of securities filings and a bachelor’s degree;

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An equivalent combination of experience and training.