Compliance Counsel

Summary

The Compliance Counsel is responsible for both the oversight of the Compliance Program and the provision of legal counsel on corporate matters. This role is split evenly, with approximately 50% of time dedicated to compliance activities and 50% to broader corporate legal responsibilities.

The Compliance Counsel provides guidance, policies, and advice to the River Stone Executive Committee, Boards of Directors, Managers, senior management, and associates, ensuring maximum compliance with regulatory requirements and company policies, while also supporting corporate legal initiatives, contract review, and risk management.

The Compliance Counsel oversees the Compliance Program, which provides an independent and objective framework to review and evaluate compliance issues/concerns within the organization. The Compliance Program is intended to ensure support of maximum compliance with the rules and regulations of regulatory agencies, and River Stone and Fairfax policies and procedures, with particular emphasis on the River Stone Code of Conduct. The Compliance Counsel is empowered to take appropriate steps and elevate issues within River Stone to advance the achievement of the objectives of an effective compliance program and facilitate the management of the compliance activities.

The Compliance Counsel also serves as counsel to River Stone for corporate legal matters more generally. As detailed below, this will include a variety of responsibilities to support and implement corporate legal initiatives, contract review, and risk management.

• Develops, initiates, maintains, and revises policies and procedures for the Compliance Program and its related activities to prevent illegal, unethical, or improper conduct.
• Reviews and updates, as warranted, compliance policies, including the company Code of Conduct, to ensure continuing relevance and consistency in providing guidance across the organization. Works closely with General Counsel, HR, ExCo, and, where necessary, Fairfax contacts, to ensure consistency across compliance policies.
• Manages day-to-day operation of the Compliance Program, implementing controls and metrics to manage compliance exposures.
• Collaborates with other departments, in particular Corporate Audit Services, to identify and mitigate compliance issues and utilizes appropriate channels for investigation and resolution. Consults with internal and, as appropriate, external attorneys as needed to resolve legal compliance issues.
• Responds to reported or potential violations of rules, regulations, policies, procedures, and Code of Conduct, liaising with HR where appropriate.
• Develops and manages a system for fair and (where possible) uniform handling of any policy violations and related investigations.
• Oversees overall compliance with Records Retention policy, and works with records management to ensure adherence to policy in the handling of corporate records.
• Identifies regulatory and other external issues and trends, recommending actions to mitigate potentially new compliance exposures.
• Provides reports on a quarterly basis, or as required, to keep the Executive Committee and appropriate Board and senior management informed of the operation and progress of the Compliance Program.
• Oversees and ensures proper reporting of violations or potential violations as required by law.
• Institutes and maintains an effective compliance communication program for the promotion of compliance awareness throughout River Stone, including use of the Ethics (or “whistle blower”) Hotline and training programs for associates.

• Provides legal counsel on corporate matters, including contracts, transactions, and risk management.
• Drafts, reviews, and negotiates contracts and other legal documents, advising internal stakeholders concerning such matters and representing River Stone with external parties.
• Reviews and manages various regulatory matters, including regulatory applications and approvals, coordination of regulatory examinations, and responses to complaints received from state departments of insurance.
• Advises on regulatory,…