Legal Counsel, Governance & Securities

Canadian National Railway Company•Montréal-Est, QC

8d•Onsite

About The Position

The Legal Counsel, Governance & Securities plays a central, cross‑functional role in ensuring that CN meets its securities law, disclosure, and governance obligations. The role is responsible for providing legal support and advice on public disclosures, governance best practices, corporate law, securities, treasury matters and financial transactions. The role is also accountable for drafting and reviewing a wide range of public disclosure documents and corporate policies. Furthermore, the incumbent supports the members of the Corporate Secretary’s Office in their regular activities namely related to Board meetings, stakeholder engagement and risk management.

Requirements

Minimum 2 years of relevant experience in corporate law and securities law, at a top-tier law firm or as part of the legal department of a large public company
Law Degree from an accredited Law school
Member of the Bar in a Canadian province or territory
Applies critical thinking and clear writing
Knows the business and stays current on industry needs
Demonstrates agility and drives change
Collaborates with others and shares information
Sets direction and inspires others
Demonstrates active listening and communicates with impact
Identifies needs and finds solutions to create value for all stakeholders
Knowledge of public company regulatory environment in Canada and the U.S.
Excellent communication and advocacy skills
Fluently Bilingual, both written and verbal (English, French)

Responsibilities

Assist the Deputy Corporate Secretary and the Corporate Secretary of CN in their respective responsibilities.
Support and provide advice in the preparation of the meetings of the CN Board of Directors and Committees as well as CN subsidiaries, including with respect to agendas, materials, resolutions, briefings and logistics.
Draft, review, and advise on public disclosure documents such as annual and quarterly reports, MD&A, AIFs, management circulars, press releases and other regulatory filings.
Advising on materiality assessments and disclosure controls.
Assist in the negotiation of complex cross border financial transactions, public debt offerings, share repurchase programs, commercial paper, credit facilities, securitization and CN’s pension, benefits and incentive plans.
Monitor and anticipate governance trends, best practices, and regulatory developments that present opportunities or create risks for CN.
Provide legal support and guidance on securities and disclosure related matters, including sustainability, investor relations, treasury, finance and human resources.
Monitor and update on relevant legal developments and best practices.
Collaborate with team members and business units on cross-functional projects.
Manage external counsel and vendors as needed.