Manager, Board Services & Corporate Governance

ZSA Canada; Toronto; On-site; CAD 100,000 - 140,000; Full time

Job summary

Canada Enterprise Emergency Funding Corporation (CEEFC) seeks a driven professional to manage corporate governance, Board administration and legal operations. Reporting to the Vice President, Legal, the Manager will coordinate Board/Committee processes, maintain governance records and develop templates, while ensuring timely execution of governance deliverables.

The role collaborates with senior management, external counsel and stakeholders, balancing discretion with strong drafting capabilities

Qualifications

• 5+ years in corporate legal, governance or secretariat roles.
• Law clerk diploma or governance credentials preferred.
• Experience in Crown corporations or highly regulated environments.
• Ability to analyze large volumes of information and maintain confidentiality.
• Proven experience supporting Boards; agendas, minutes, charters and governance docs.
• Strong drafting, communication and organizational skills.

Responsibilities

• Coordinate Board/Committee meeting processes, schedules and calendars.
• Manage agendas, workplans and materials for Board materials and books.
• Draft resolutions, minutes and governance documents; track decisions.
• Maintain corporate records, minute books and governance repositories.
• Administer governance tools and portals (Diligent, SharePoint).
• Identify process improvements for governance and legal operations.

Skills

Governance

Drafting

Stakeholder management

Attention to detail

Discretion

Organizational skills

MS Office

SharePoint

Board administration

Education

Law clerk diploma

Governance certification (CGIC)

Paralegal studies

Business administration education

Tools

Diligent Boards

SharePoint

Microsoft Office

Job description

Canada Enterprise Emergency Funding Corporation ("CEEFC"), a CDEV group company, is a federal non-agent Crown corporation, which exists to deliver timely financing to eligible Canadian companies and support Government policy priorities of job protection and economic resilience. CEEFC’s loan programs protect Canadian jobs and the Canadian economy by helping Canadian businesses remain solvent in times of significant economic shock. Loans provided under these programs are intended for otherwise viable large organizations that are unable to quickly access traditional sources of capital to manage and bridge liquidity needs through a period of significant economic uncertainty.

CEEFC’s mandate has evolved alongside Canada’s economic and policy priorities. Initially focused on responding to the impacts of the COVID-19 pandemic through the Large Employer Emergency Financing Facility ("LEEFF"), the organization has progressively shifted toward supporting strategic sectors facing new forms of economic disruption. Today it administers a portfolio of targeted financing programs addressing pandemic recovery (LEEFF), trade-related economic uncertainty (Large Enterprise Tariff Loan facility (LETL)) and sector-specific market disruptions (Liquidity for Airline Sector Resilience facility (LASR)), while ensuring prudent stewardship of public funds through commercially disciplined lending practices.

As the LEEFF portfolio continues to mature, CEEFC’s operational focus has shifted primarily toward evaluating and managing new LETL and LASR financing opportunities, negotiating commercial loan agreements, and managing its existing portfolio of government-supported loans.

Position Overview

CEEFC is seeking a driven, highly organized, detail-oriented and experienced professional to manage and support its corporate governance, Board administration and legal operations activities.

Reporting to the Vice President, Legal, the Manager, Board Services & Corporate Governance will play a key role in coordinating CEEFC’s Board and Committee processes, maintaining corporate and governance records, supporting the development of governance documentation, and ensuring the effective administration of legal and governance information.

The role will work closely with the Vice President, Legal, senior management, Board and Committee members, external counsel and other internal and external stakeholders. The successful candidate will combine strong governance and drafting capabilities with excellent organization, judgment and discretion.

This position is well suited to an individual who is comfortable managing highly confidential information, coordinating multiple governance and legal workstreams, and taking ownership of processes requiring accuracy, consistency and timely execution.

Board and Committee Governance

• Coordinate Board and Committee meeting processes, annual schedules, timelines and governance calendars.
• Manage agendas, workplans and meeting timelines in collaboration with the Vice President, Legal and senior management.
• Coordinate the preparation, collection, review, organization and distribution of Board and Committee meeting materials and Board books.
• Draft Board and Committee resolutions, minutes, decision records and other governance documentation.
• Track Board and Committee decisions, action items and governance deliverables and coordinate timely follow-up with responsible stakeholders.
• Liaise with senior management, directors and other stakeholders regarding Board and Committee requirements.

Corporate Governance & Records

• Maintain corporate records, minute books, resolutions, governance repositories and related corporate documentation.
• Develop and maintain governance templates, procedures, policy trackers, annual workplans and administrative tools.
• Support the review and updating of Board and Committee charters, governance policies, guidelines and related documentation.
• Maintain policy and governance trackers and monitor required review and approval dates.
• Support the preparation and maintenance of corporate approvals and governance records.
• Administer Diligent and other Board and governance information systems.
• Maintain appropriate user access, document organization and governance records within Board portals.
• Coordinate the secure distribution and retention of confidential Board and Committee materials.
• Maintain governance and legal documentation within SharePoint and other corporate repositories.
• Identify opportunities to improve document management, information governance and Board administration processes and recommend solutions.

Legal Operations

• Manage and maintain organized legal records and documentation, including transaction documents, external counsel materials, enterprise contracts and engagement letters.
• Coordinate documentation received from external counsel and other legal service providers.
• Maintain legal matter, contract and document trackers and support effective records management practices.
• Coordinate legal invoice review, tracking, coding and processing in collaboration with the Vice President, Legal and Finance.
• Maintain records of legal engagements, external counsel matters and related documentation.
• Support the Vice President, Legal with legal operations, reporting and administrative requirements as required.

Process Improvement & Stakeholder Coordination

• Serve as a key point of coordination for governance and legal administration matters.
• Liaise professionally and discreetly with senior management, directors, external counsel and other governance stakeholders.
• Establish and maintain processes, templates and tools that promote consistency and efficiency across governance and legal operations.
• Identify opportunities to streamline Board administration, governance processes, legal records management and related workflows and recommend solutions.
• Support special governance and legal projects as assigned by the Vice President, Legal.

Required Skills and Qualifications

• Minimum 5 years of direct experience working within a corporate legal department, corporate secretariat or governance function.
• Law clerk diploma from a recognized program (corporate law specialization preferred), or an equivalent designation and/or credentials in corporate governance, such as certification through the Chartered Governance Institute of Canada. Membership in the Institute of Law Clerks of Ontario is an asset.
• Experience within a Crown corporation, public-sector organization, financial institution or other highly regulated environment.
• Initiative to analyze governance and legal processes and policies, determine gaps and recommend a range of solutions.
• An ability to read and synthesize the meaning of a large volume of information
• Adaptability and willingness to work in an evolving organization where processes and precedents are being built and to take ownership of governance in that regard.
• Demonstrated experience supporting Boards of Directors and/or Board Committees.
• Expert experience administering Diligent Boards portal, or willingness and ability to immediately train to that level.
• Experience preparing Board and Committee agendas, materials, minutes and resolutions.
• Strong understanding of corporate governance and Board administration practices.
• Experience maintaining corporate records, minute books and governance documentation.
• Excellent written communication and document-drafting skills, with demonstrated ability to prepare clear, accurate and professional governance documents, including executive level presentations.
• Strong organizational and project coordination skills, including the ability to manage multiple deadlines, personalities and competing priorities.
• Exceptional attention to detail and commitment to accuracy.
• Strong judgment and demonstrated ability to handle sensitive and confidential information with discretion, including an understanding of legally privileged materials.
• Strong interpersonal and stakeholder-management skills, with the ability to work effectively with executives, directors, legal counsel and other senior stakeholders.
• Proficiency with Microsoft Office, including Word, Excel, PowerPoint and Outlook.
• Expert experience administering and organizing SharePoint or comparable document-management systems.

Preferred Qualifications

• Experience managing legal records, contracts, engagement letters or external counsel documentation.
• Experience coordinating external counsel invoices and legal matter administration.
• Postsecondary education in one or more of business administration, legal administration, corporate governance, law, paralegal studies or a related discipline.

Salary Range: $100,000 – $140,000

Please note that the salary range included is a guideline only. The salary offered may vary based on factors, including, but not limited to, the successful candidate’s relevant knowledge, skills, and experience.

The recruiting efforts for this role are intended to fill a vacant position.