Securities and Governance Counsel

Overview

A publicly traded quantum computing technology company, dual-listed on the TSX and NASDAQ, is seeking a Corporate Counsel for an ongoing temporary engagement.

This role supports cross-border public company disclosure and exchange compliance, board and shareholder governance, and global subsidiary entity management. The attorney will report to the Chief Legal Officer and partner with Finance, Tax, and Treasury on capital markets and corporate maintenance matters.

Responsibilities

• Prepare and file continuous disclosure documents across Canadian and U.S. frameworks, including:
  • AIF/Form 20-F/10-K
  • Proxy circulars
  • MD&A
  • Quarterly reports
  • Press releases
• Monitor TSX and NASDAQ compliance; file insider reports (SEDAR+, SEDI, EDGAR) and administer insider trading policies and blackouts
• Support capital markets transactions, including offerings, shelf prospectuses, NCIBs, and debt financings
• Prepare board and committee materials, resolutions, and minutes; help run the AGM
• Manage subsidiary governance, including formations, reorganizations, dissolutions, director/officer changes, inter-company resolutions, and annual filings
• Maintain corporate policies (Code of Conduct, Disclosure, Whistleblower, Anti-Bribery and Corruption) and coordinate with transfer agents and external counsel

Required Qualifications

• J.D. or LL.B. and active good standing with a Canadian law society or a U.S. state bar
• 3–7 years of post-call experience in corporate, securities, and governance law
• Deep expertise in:
  • Canadian securities law (NI 51-102, NI 52-109, TSX rules) or
  • U.S. public company regulation (SEC rules, Exchange Act, NASDAQ rules)
• Hands-on filing experience with SEDAR+, SEDI, or EDGAR

Preferred Qualifications

• Experience at a law firm and/or the in-house legal department of a public company
• Cross-border Canada and U.S. public company compliance experience
• Ability to work hybrid in the company’s Toronto, Canada offices (well-qualified remote candidates in the U.S. or Canada are still strongly encouraged to apply)

Compensation & Benefits

• $100–$120 USD per hour
• For those converting to a permanent role (with hybrid work in Toronto): $160,000–190,000 CAD, plus equity and benefits
• All rates are quoted in U.S. dollars (USD) unless otherwise noted. Please account for rate exchange fluctuations and tax implications when quoting your rate.

Location and Schedule

• Location: Remote (U.S. or Canada), or Hybrid in Toronto, Canada
• Time zone: Eastern or Central Time Zones are preferred
• Schedule: Full-time, 40 hours per week
• Duration: Temporary / ongoing
• Conversion: Potential to convert to permanent for those willing to work hybrid in Toronto

Additional Employment Requirement

• Must be amenable to W-2 employment through a workforce solutions company for the duration of the engagement