Mintz creates breakthrough legal strategies that help clients solve problems and forge ahead. Our lawyers combine legal, business, and industry insight to help navigate shifting challenges. We help clients comply with evolving regulations and compete in emerging markets. While meeting their increasing financing needs, we can also assist with handling employment and labor issues.

Mintz has developed an international network of foreign firms who are leaders in their jurisdictions and bring deep local market knowledge. We have hand-selected these firms across 55 countries, and our lawyers have cultivated strong, long-standing relationships around the globe. We utilize our network to tap the strongest in-country legal team to handle any client matter.

The Mintz Toronto office opened in May 2023 to support Canada’s growing life sciences, private equity, intellectual property, mergers and acquisitions, technology, and energy sectors. Located at 200 Bay Street, the office provides unique cross-border legal insights and resources to clients doing business in Canada and the US. Our lawyers are actively involved in civic and community activities, driving regional economics across Canada, and seamlessly collaborating with our US operations.

Job Summary

The Corporate Law Clerk is a senior-level role responsible for providing sophisticated corporate and securities law clerk support to the Toronto office and, as needed, the broader Corporate Section across the firm. Working with a high degree of independence under lawyer direction, this role supports complex corporate transactions, reorganizations, corporate governance matters, continuous disclosure obligations and, on occasion, securities regulatory filings. The Corporate Law Clerk acts as a key technical resource and trusted liaison among lawyers, clients, regulators and internal teams, helping to manage workflow, anticipate issues, maintain accurate corporate records and ensure timely, high-quality execution of client matters.

Key Responsibilities

Lead corporate law clerk workflow for complex M&A transactions, reorganizations, financings and other corporate matters, coordinating priorities, timelines and deliverables with lawyers and internal teams. Draft, review and manage complex corporate documentation, including resolutions, officer certificates, closing agendas, closing documents, share provisions, transaction steps and reorganization documents. Manage and maintain minute books, corporate registries and entity records, ensuring information is accurate, complete and current across applicable jurisdictions. Enter and maintain cap table records in Carta. Conduct and coordinate corporate due diligence, identify corporate record deficiencies, conduct cap table tie-outs, prepare summaries of findings and recommend practical steps to address issues under lawyer supervision. Prepare documents related to equity incentive plans, including resolutions, option grant agreements, and option exercise forms. Prepare and file corporate documents for incorporations, organizations, amendments, share transfers, amalgamations, continuances, dissolutions, revivals, extra-provincial registrations and business name registrations. Support continuous and periodic disclosure work, including preparing and coordinating related documents, filings and supporting materials. Act as a senior liaison among clients, lawyers, regulators and internal teams to obtain information, receive instructions, provide matter updates and help anticipate procedural or timing issues. Prepare for and support closings and client meetings, including coordinating signature packages, closing deliverables, status trackers and post-closing matters. Preparation of closing books in Closing Folders and updating minute book records. Order certificates of status, certified documents and other supporting materials required for closings, agreement representations, due diligence and legal opinions. Prepare, review and file annual returns, corporate changes and other routine and transactional corporate filings. Process audit letters and support responses to internal and external information requests relating to corporate records and entities. Manage and assist with SEDAR and SEDI filings, including confidential filings with securities regulatory authorities in the provinces and territories of Canada, as required. Assist with submissions to securities regulatory authorities, including prospectus filings, exempt distribution reports and applications for exemptive relief. Serve as a technical resource for lawyers and team members on corporate law clerk procedures, precedents, filing requirements and best practices. Contribute to continuous improvement of corporate clerk processes, templates, checklists and knowledge resources to support consistency, efficiency and quality across matters. Assume additional responsibilities and special projects as required to support the Corporate Section and Toronto office.

Qualifications & Experience

Law Clerk, Paralegal or equivalent diploma/certification required. Minimum of 8 years of corporate and/or securities law clerk experience in a law firm or comparable professional services environment. Significant experience supporting sophisticated corporate transactional matters, including mergers, amalgamations, reorganizations, financings and related closing processes. Demonstrated experience managing corporate records, minute books, entity information, docketing and related corporate maintenance processes. Strong understanding of corporate procedures, filings and registry requirements across Canadian jurisdictions. Working knowledge of securities filings and related platforms, including SEDAR+ and SEDI. Excellent written and verbal communication skills, with the ability to communicate clearly and professionally with lawyers, clients, regulators and internal teams. Highly organized and able to manage complex workflows, competing priorities and multiple deadlines with minimal supervision. Strong knowledge of corporate statutes, legal terminology and procedures relevant to corporate practice, including the Business Corporations Act (Ontario), Canada Business Corporations Act, Business Names Act, Corporations Information Act and Limited Partnerships Act. Exceptional attention to detail, accuracy and follow-through, with a proven ability to execute tasks through to completion. Strong judgment, analytical thinking and creative problem-solving skills, with the ability to identify issues and recommend practical solutions. Ability to work effectively under pressure, prioritize competing demands and meet time-sensitive deadlines. Demonstrated ability to collaborate professionally and effectively with colleagues, lawyers, clients and business services teams at all levels. Able to work independently with sound judgment and as part of a collaborative team environment. Client-service oriented, with a professional, responsive and solutions-focused approach. Proactive, self-motivated and positive, with a commitment to producing high-quality work. Exercises discretion, integrity and sound judgment when handling confidential or sensitive information. Strong technical proficiency, including Microsoft Word, Outlook, Excel and PowerPoint, with the ability to quickly learn and master new applications, platforms and software. Flexibility to work overtime as needed to meet client transactional and filing deadlines.

This job description is a general description of the types of responsibilities that are required of an individual in this job. It is not intended to be a complete list of the responsibilities, duties and skills that may be required for this position.

As an Equal Opportunity Employer, Mintz LLP is proud to support the growth and equality of our people. We welcome applications from all suitably qualified candidates regardless of age, race, disability, gender reassignment, marriage and civil partnership, pregnancy and maternity, religion or belief, sex and sexual orientation. Mintz LLP is committed to fostering an inclusive and accessible work environment. Accommodation is available for applicants with disabilities. If you require accommodation at any time during the recruitment process, please contact Kelly Hoeve, Senior Manager of Administration, Toronto.

Please forward your resume to: Kahoeve@mintz.com.

No Agencies or Recruiters Please.