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Why become an Fogler, Rubinoff (“FR”) team member?  

At FR, one of our fundamental objectives is to keep our employees and their families healthy—physically, emotionally, and financially. To ensure the health and wellness of all our team members, we offer our Law Clerk, Staff and Support team members a comprehensive benefits package which includes extended health, dental, “flex” health care spending, disability insurance, a robust Employee and Family Assistance Program, an annual fitness allowance and an RRSP matching program.

All our team members enjoy flexible working schedules, and most positions are eligible to participate in our hybrid workplace structure, attending to the office 2-3 days per week. Our team members also receive a generous Time Away from Work package, including flexible paid Personal Time Off, Volunteer time, paid Birthday, Moving Day, and more.

We believe in recognizing and rewarding our team members through our Milestone Anniversary Bonus program and our monthly acknowledgement of service excellence through our peer-to-peer “FRecognition” program.  All team members enjoy complimentary on-site breakfast and snacks twice a week, and are invited to attend our annual events such as our Summer Gathering, Staff Appreciation Week, and our Holiday party.

We support continued professional development and encourage professional and personal growth through our “FR Academy”, a learning management system offering a variety of online educational modules that cater to enhancing our internal training and learning culture. 

Corporate and Securities Law Clerk Job Description:

Our firm has an immediate opening for a Corporate and Securities Law Clerk in our Corporate Services Department (“CSD”). The ideal candidate for this role will have the specialized skillset securities knowledge, in combination with a broader corporate background to provide support in the CSD as required. This newly created role is a great opportunity for someone who is looking to maintain both corporate and securities skillsets, have a range of diverse work, and work with all levels of the firm as part of a great team.

Reporting to the CSD Manager this position will require a self-starter with the ability to manage multiple tasks and adapt to changing priorities. The successful candidate will be organized, discreet, and detail oriented. In addition, the successful candidate must be able to work independently and as part of a team.

Duties and Responsibilities:

• Performs a variety of legal and administrative duties while coordinating and assisting lawyers with assigned matters;
• Manage complex issues for public companies with various Securities Commissions, CDS Inc.;
• Conducts complex corporate reviews and other related due diligence in connection with transactions;
• Recommends and drafts rectification materials;
• Draft public offering supporting documents pursuant to the Long Form, Short Form and Shelf offering systems, and proficiency with offering submissions via SEDAR;
• Independently handle annual and interim continuous disclosure client filing schedules, document preparation and regulator fee matters, including Ontario and Alberta market Participation Fee forms, and submissions through SEDAR, OTCIQ and CSE;

• Prepares corporate structure charts;
• Prepares and files articles and corporate documentation relating to simple and complex incorporations, amendments, continuances, amalgamations and dissolutions and other complex corporate transactions, particularly under the OBCA and CBCA;
• Prepares necessary documentation related to mergers, acquisitions, financings, asset purchases, Section 85(1) rollovers under the Income Tax Act and reorganizations;
• Prepares routine minute book documentation (e.g. annual meeting materials, change/directors/officers/registered office address/ dividends/share provisions, etc.) and makes necessary filings;
• Contributes to the development of precedents;
• Drafting Share Provisions;
• Prepares and files business name, partnership and limited partnership registrations required by various provincial legislation;
• Prepares and files annual returns, form 1 and 2 as required by Corporations Information Act (Ontario);
• Monitors and communicates with lawyers with respect to ongoing corporate filings and other requirements;
• Consults with lawyers and assists in identifying necessary or appropriate corporate documentation, searches and filing in connection with transactions and other corporate requirements;
• Provides general support to lawyers in co-ordinating large transactions, drafting simple to complex closing documentation, on-line searches, reports and other matters relating to transactions;
• Acts as a mentor and establishes a training relationship with junior and intermediate clerks in group, fosters a respectful, collaborative, learning environment within the team and acts as a role model;
• Establishes and manages direct client relationships;
• Proactively identifies issues and recommends solutions; and
• Previous experience and proficiency with:
• Preparing and completing SEDAR, System for Electronic Disclosure by Insiders (SEDI), NRD, BC eServices, OSC portal, TSX SecureFile (TMX LINX), OTCIQ, CSE and EDGAR submissions;
• CUSIP/ISIN Request and Eligibility Applications, and settlement confirmations and matters with CDS Inc.;
• Preparing and filing Form 45-106F1 – Reports of Exempt Distribution via SEDAR, OSC portal, BC eServices, and preparation of SEC Form D reports and EDGAR and blue sky submissions;
• Registering Exempt Market Dealer and IIROC registrants firms and its management members, and maintaining ongoing records via the National Registration Database (NRD) ;
• Preparing monthly Toronto Stock Exchange Form 1s, Canadian Securities Exchange Form 7s and event driven disclosure and submissions with each exchange;
• Working with corporate databases and Registry Complete;
• DisclosureNet, DocuSign, Aderant 8, Expert Time, Document Management Systems, Computershare, and National Securities Administrator transfer agent shareholder portals; and
• Knowledge of Newsfile, Accesswire, Cision and GlobeNewswire press release portals in connection with press release dissemination matters; and

Qualifications:

• Minimum of 10 years’ relevant experience in a law firm setting;
• Completion of law clerk program recognized by the Institute of Law Clerks of Ontario;
• A member in good standing with the Institute of Law Clerks of Ontario;
• Working knowledge and understanding of the relevant securities and corporate statutes;
• Superior computer skills, including but not limited to Word, Outlook and Corporate Database;
• Broad understanding of corporate law and legal concepts relative to securities law;
• Capacity to exercise initiative and efficiently and effectively manage many files simultaneously and work well under pressure;
• Sound ability to adhere to strict deadlines;
• Strong ability to problem solve with minimal supervision:
  • Excellent organizational and time management skills;
  • Effective verbal and written communication and interpersonal skills;
  • Ability to work independently, following instructions with minimal supervision;
  • Detail-oriented with the ability to work within time sensitive deadlines and manage multiple priorities; and
  • Conscientious with strong attention to detail.

Want to join our FR team?

Interested candidates are invited to submit a detailed resume in confidence to hrdepartment@foglers.com. Please let us know how you found our job posting in your e-mail. We thank all applicants for their interest, but only those candidates selected for an interview will be contacted.

Fogler, Rubinoff LLP is an equal opportunity employer, committed to an inclusive and diverse workplace. We welcome applications from people with diverse backgrounds, identities, and cultures. Fogler, Rubinoff LLP welcomes and encourages applications from people with disabilities. Accommodations are available on request for candidates taking part in all aspects of the selection process.