Job Opportunity: Corporate Secretary
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Position Summary
The Corporate Secretary, under the direction of the Chairperson of the Board of Directors and the CEO, assists the Board in the discharge of its oversight, foresight and fiduciary responsibilities. The Corporate Secretary acts as both the Secretary and Corporate Governance Advisor to the Board of Directors, Chairperson, and Board committees.
The position functions as a key liaison between the Chairperson, the CEO, the Board, and Management more broadly and is critical for building and maintaining effective relationships among these entities. It provides strategic guidance and support to the Board of Directors and senior levels of Management on best governance practices—in compliance with the CRRF Act, the CRRF’s bylaws, and the Board’s Governance Policy—with the objective of ensuring sound Board governance. The position recommends amendments to Bylaws and Board Policies and other governance instruments where necessary to ensure they reflect best practices of a governance/policy Board.
Working with Management, the Corporate Secretary supports the Board to articulate its strategic direction and to oversee the CRRF’s performance by facilitating the development of strategic plans and key performance indicators, supported by external resources, as required. The role entails managerial responsibilities for the delivery of corporate governance and secretariat services and responsibility for maintaining/reporting on the risk register and for managing the internal audit function. The Corporate Secretary receives administrative support from the Executive Assistant (ED) and oversees the work of external supports such as minute takers, event planners, audit and other consultants.
Job title: Corporate Secretary
Job classification: Non-unionized
Employment status: Fulltime salaried permanent
Hours:
35 hours per week
Ability to travel and attend weekend, early morning and evening meetings as required.
Work location: Toronto head office. Hybrid working setting, with the possibility of returning to on-site work where applicable.
Salary: $110,000 – $130,000 per annum.
CRRF offers a comprehensive benefits package, which includes three weeks of vacation, two Personal Floating Days, sick days and 4% of annual income towards RRSP plan, and life, disability, medical and dental care insurance.
Probation period: 6 months.
Responsibilities
- Plan, manage, and oversee the operations of the Board of Directors in accordance with the Government of Canada’s Crown corporation governance regime and the CRRF’s bylaws and Governance Policy, including:
- Planning and executing four Board meetings and up to 20 committee meetings annually, in addition to periodic special committee meetings. This normally includes delivering two sets of Board and committee meetings in-person in different locations across the country each year.
- Managing the Board’s information requirements in consultation with the Chairperson, committee chairs and ED/CEO; this includes proposing meeting agendas and ensuring the Board and its committees successfully carry out their legislated requirements and implement their annual workplans.
- Managing and overseeing the preparation of all documentation from Management to the Board and its standing committees (standing committees including Executive, Finance and Audit, Human Resources, Governance and Investment) and additional specialized committees as required.
- Overseeing the production of the ED/CEO’s reports to the Board at each meeting.
- Preparing all corporate governance-related meeting materials and all draft resolutions.
- Overseeing all aspects of meeting logistics.
- Ensuring the accurate and timely dissemination of actionable decisions and guidance from the Board to Management.
- Maintain a dedicated Board portal and ensure all meeting materials are provided to Directors in a timely manner and that the corporate record—including key governance documents—is up to date and accessible to Directors.
- Keep custody of and is responsible for the application of the CRRF’s corporate seal.
- Facilitate the work of the Board and Management to establish multi-year strategic plans.
- Define and guide a corporate reporting process—to include key performance information and risk and compliance monitoring—to ensure the Board has the information needed to perform its oversight, foresight and fiduciary duties. Engage with Management across the CRRF to support the generation and submission of Management reports to the Board in accordance with the corporate reporting process.
- Undertake regular reviews of bylaws and corporate policies according to an established calendar.
- Lead the CRRF’s orderly onboarding and orientation of new Board Directors.
- Execute the annual Board self-assessment process and ensure implementation of identified follow-up measures.
- Provide support and advice to the Chairperson and to the ED/CEO on:
- The avoidance of conflicts of interest by Directors and ensuring the annual sign-off of the Board’s Code of Conduct and Conflict of Interest Policy and periodically facilitating or organizing awareness events for Directors on conflict of interest and other areas for Board skills development.
- The Government’s appointments process; maintains the Board’s Skills, Knowledge and Experience Profile and supports the Chairperson and the Human Resources Committee regarding committee assignments.
- The Performance Management Program for the CEO.
- Act as primary point of contact between Management and Board members, including liaison between meetings to share information, organize members’ participation at CRRF-sponsored events etc.
- Act as primary point of contact between the CRRF, PCH and various central agencies on corporate governance and reporting issues—including Governor-in-Council appointments and the Performance Management Program for the CEO.
- Manage the CRRF’s internal audit function, including:
- Liaising with the Office of the Auditor General on periodic Special Examinations,
- Overseeing the maintenance of the CRRF’s risk register and the development of a risk-based audit plan; and
- Ensuring the Finance and Audit Committee receives regular reports on Management’s action plans arising from internal audits.
- Be an active member of the CRRF’s Senior Leadership Team.
Qualifications
- Bachelor’s degree or equivalent in the areas of business administration, public administration, legal or paralegal studies, and/or governance. A master’s degree and /or a Governance Professionals of Canada designation are considered assets.
- Eight (8) to ten (10) years of progressively responsible Management experience, including experience managing people and projects.
- Experience working with executive leaders and Board members, and/or as a corporate governance professional in the private, public, or not for profit sector.
- Experience in the federal Crown corporation environment is considered an asset.
- Knowledge and awareness of Access to Information and Privacy legislation and regulations is considered an asset.
- Proven ability to work with and influence members of boards and/or senior executives and a variety of stakeholders.
- Excellent written, oral communication and facilitation skills.
- Strong interpersonal, diplomatic, and negotiating skills and ability to build relations at all levels.
- Sound judgement, initiative and discretion in dealing with confidential and/or highly sensitive and complex issues.
- Personal integrity, alignment with the values of the CRRF and ability to handle difficult situations or people with sensitivity and tact; ability to thrive in a highly diverse workplace.
- Strong ability to think strategically.
- Excellent analytical and problem-solving skills to effectively resolve problems by developing and implementing practical and widely acceptable solutions and to adapt to change.
- Demonstrated ability to communicate and interact effectively with a wide range of staff and professionals and maintain composure under pressure.
- Ability to organize the sequence and allocation of responsibilities for complex operations.
- Strong representational skills; ability to represent the CRRF to external officials and institutions.
- Ability to provide effective leadership, guidance and motivation to staff.
- Demonstrated commitment to valuing diversity and contributing to an inclusive working and learning environment.
To apply
Please send cover letter and résumé by January 10, 2025 to:
HR Advisor
hr-rh@crrf-fcrr.ca
Some essential and other qualifications will be assessed through your application process.
Proof of eligibility to work in Canada , education, and three professional references from your previous supervisor and coworkers will be requested if you are considered for the position.
Interviews will be held via Zoom.
While all applications are appreciated and will be handled in the strictest confidence, only those candidates short-listed for an interview will be contacted. CRRF may cancel, postpone, or revise employment opportunities at any time.
CRRF values diversity and is committed to fostering an environment of inclusion and cross-cultural sensitivity. We encourage applications from Indigenous people, racialized people, people with disabilities, people from gender and sexually diverse communities and/or people with intersectional identities.
We accommodate people with disabilities throughout the recruitment and selection process. Please indicate your need for accommodation in your application.