Legal Counsel, Corporate Secretariat

No other bank is doing what we do.

At BDC, we help Canada and its entrepreneurs create a prosperous, inclusive and green economy. Our mission is to help Canadian businesses thrive by providing financing, capital and advisory services. We’re devoted to Canadian entrepreneurs. We’re also dedicated to our employees. Adaptable. Inspiring. Different. There’s a reason we like to work here, and we think you’ll like it too. Join BDC and help make a difference

Diversity. Equity. Inclusion. They’re more than just words for BDC. These concepts are foundational to our success and to our ability to attract, retain, mobilize and develop the right talent, as well as to offer a healthy, professional and collaborative environment. We are committed to cultivating and preserving an environment where all employees can thrive, and, for over a decade, we have been recognized as one of Canada's Top 100 Employers and one of Canada's Best Diversity Employers. In recruiting for our team, we welcome the unique contributions that you can bring in terms of your education, opinions, culture, ethnicity, race, sex, gender identity and expression, nation of origin, age, languages spoken, veteran’s status, color, religion, disability, sexual orientation, beliefs, experiences, and more.

POSITION OVERVIEW

The Legal Counsel, Corporate Secretariat supports the Director, Corporate Secretariat by supporting all matters related to corporate governance and the Board of Directors and its Committees. He/she ensures that BDC achieves and implements best corporate governance practices. The incumbent participates in Board and Committee meetings, records minutes, ensures their accuracy and availability, proposes policies and practices, submits various reports to the Board and maintains membership records. He/she is also in charge of the corporate governance structure and provides support and guidance to internal governance committees, as required.

CHALLENGES THAT AWAIT YOU- Provide research and stay current in order to provide expertise and assistance in developing, recommending and directing the implementation of best practices in respect to the corporate governance framework, including processes, policies, practices and procedures.- Identify Board governance issues, assess risk and provide advice on such issues.- Work closely with and act as a liaison between Board members and Senior Management. Brief Senior Management as required on all legal aspects of operations of the Board of Directors and its Committees, including changes in procedures, schedules of meetings, new appointments, etc.- Ensure the preservation of the legal existence of the BDC and its subsidiary(ies) including, the maintaining of corporate and regulatory documents, minute books, and coordinating the filing of the required corporate and regulatory reports, with the assistance of the corporate secretariat team.- Draft various corporate documents, including by-laws, minutes of meetings, resolutions and other corporate documents.- Supervise the preparation of the annual schedule of meetings and annual agendas for the Board and Committee meetings.- Ensure effective administration of the Board of Directors and its Committees and oversee the preparation of the meetings.- Attend Board and Committee meetings and produce minutes and resolutions that accurately reflect and document discussions, decisions, and action items in a timely and efficient manner.- Participate in the preparation of documentation for the Board and Committee meetings; particularly for the Governance / Nominating Committee.- Support the Chief Legal Officer and Corporate Secretary with the processes of Board assessments, evaluations, skills matrix, etc. and all related activities.- Ensure that governance policies and procedures are established, maintained, communicated and their compliance monitored on a regular basis, including policies in respect to Board conflicts of interest, code of ethics, training, compensation, etc., in collaboration with the various departments involved.- Ensure that accurate and sufficient documentation exists to meet legal requirements and to enable authorized persons to determine when, how and by whom Board’s business was conducted.- Ensure that corporate records and documentation relating to the Board and its Committees are maintained up-to-date and stored appropriately, as required by law. Oversee the development of procedures regarding security maintenance of these documents.- Oversee the onboarding program for new Board members as well as the ongoing Board training program.- Prepare and manage the Board budget and recommend approval of related expenditures including compensation, per diems, training, travel expenses, etc.

WHAT WE ARE LOOKING FOR- University degree in Law- Minimum of 8 years of relevant experience, including corporate law and corporate governance, with 3 to 5 years in a corporate secretariat team.- Experience in finance or the banking industry is an asset