Director of Governance - Corporate Secretary

Director of Governance - Corporate Secretary - #24-211

Ministry/Department: Governance

Competition#: 24-211

Position Status: Permanent

Compensation: $110,000 - $139,000

Classification: Leadership 4

Location: Surrey, BC

Hours Per Week: 37.5

Date Posted: December 17, 2024

Closing Date: January 28, 2024

Organization: MNBC

About the Opportunity

Reporting to the Chief Executive Officer, the Director of Governance – Corporate Secretary ensures MNBC’s governance framework operates effectively, transparently, and in compliance with legislative, legal, and regulatory requirements. As a key member of the Senior Management Team, the Director of Governance - Corporate Secretary supports the Board of Directors by managing board operations, advising on governance matters, and maintaining accurate corporate records. This role fosters a culture of strong governance, risk management, and accountability while ensuring that governance processes align with MNBC’s strategic goals and organizational values.

DUTIES & RESPONSIBILITIES

BOARD OPERATIONS

• Facilitate Board and Committee meetings as a non-voting member, ensuring compliance with governance frameworks and legal standards.

• Lead the preparation and distribution of Board materials, agendas, and meeting minutes to support informed decision-making.

• Ensure compliance with Board policies, procedures, and governance frameworks, helping the Board operate efficiently and effectively.

• Oversee the development and maintenance of a Board governance framework, ensuring compliance with corporate laws, bylaws, and organizational policies.

• Act as a liaison between the Board and senior management to ensure that Board decisions are properly communicated and implemented across the organization.

• Oversee the creation and implementation of Board training, development, and succession planning programs, including orientation, competency development, and ongoing evaluation.

• Ensure that Board decisions comply with corporate policies, legal obligations, and MNBC's strategic goals, providing expert guidance on legislative and regulatory issues.

• Act as a liaison between the Board, CEO, and senior management to support transparent communication and execution of Board resolutions.

GOVERNANCE AND COMPLIANCE

• Lead the development, implementation, and review of corporate governance policies, frameworks, and procedures to ensure compliance with applicable laws, regulations, and MNBC’s objectives.

• Oversee the creation, maintenance, and review of required corporate governance records, regulatory filings, and reports to ensure MNBC’s compliance with all legislative requirements.

• Serve as the primary point of contact for governance-related inquiries and provide expert advice to internal and external stakeholders, including Citizens and Chartered Communities, on governance matters.

• Manage annual regulatory filings, including preparation for the MNBC Governing Assembly (MNGA) and Annual General Meeting (AGM), ensuring that all required materials and legal documentation are prepared in advance.

• Ensure that all legal and statutory requirements for MNBC’s MNGA and AGM are met, including the accurate preparation of meeting minutes and reports.

• Act as Clerk for MNGA and AGM, ensuring meeting procedures are followed and official records properly kept.

• Identify risks related to governance and compliance and develop strategies to mitigate risks and improve governance functions across the organization.

• Act as the primary compliance officer for MNBC’s governance framework, ensuring alignment with corporate law, Indigenous governance protocols, and regulatory acts.

• Monitor legislative and regulatory changes, assessing their impact on MNBC’s operations, and advising the Board and CEO on required governance adjustments.

• Ensure accurate and timely filing of statutory records, including annual returns, regulatory submissions, and official Board resolutions.

CORPORATE RECORDS AND RISK MANAGEMENT

• Ensure the accurate maintenance of all corporate records, including Board meeting minutes, resolutions, legal filings, and official governance documentation in accordance with statutory and legal requirements.

• Provide guidance on risk management and compliance policies to support a culture of legal and regulatory compliance within MNBC.

• Regularly monitor evolving governance trends, regulatory changes, and emerging risks to keep the organization’s governance practices aligned with best practices and legal requirements.

• Identify and evaluate governance-related risks, recommending and implementing strategies to reduce legal, reputational, and operational risks.

• Lead risk management initiatives by developing and maintaining governance risk frameworks and ensuring MNBC-wide compliance with best practices.

SUPERVISION AND TEAM LEADERSHIP

• Provide strategic leadership across MNBC by promoting and embedding governance best practices, ensuring staff and leadership alignment with corporate governance principles. Engage with MNBC management to ensure governance processes align with emerging trends and compliance standards.

• Provide leadership and guidance in the recruitment, training, and development of staff supporting governance functions, ensuring that staff are knowledgeable about governance practices and regulatory compliance.

• Oversee the performance of staff, conducting performance evaluations and ensuring that the team is aligned with the organization’s governance objectives.

• Develop and implement staff development initiatives, including training, succession planning, and professional development to strengthen governance capacity.

• Establish clear work plans and goals for governance staff, ensuring accountability, continuous improvement, and operational excellence.

OTHER

• Participates in committees and project teams as required.

• Undertakes related duties as assigned, consistent with the job grade of the position.

• Other duties may be assigned as needed to ensure the efficient operation of MNBC.

• Regular/ occasional attendance at meetings/ events that may require work and travel outside of normal business hours.

Supervision Given

• Governance Manager

• Board Operations Manager

QUALIFICATIONS

• Bachelor’s degree in Public Administration, Law, Political Science, Business Administration, Corporate Governance, or a related field, from a recognized, post secondary institution.

• An equivalent combination of education, experience, or professional training in governance or legal compliance may be considered.

• Advanced certifications or professional designations in governance, law, or corporate compliance (e.g., Governance Professional, Chartered Governance Professional (CGP), certification in Board Governance, or recognition as a registered governance professional and/or parliamentarian are considered assets.

• Minimum of seven (7) years of progressive experience in corporate governance, legal compliance, or board management, including demonstrated expertise in supporting Boards, managing governance frameworks, and ensuring compliance with legislative and policy requirements at a community, provincial, or Indigenous/Métis government or organization. Minimum four (4) years’ experience providing leadership to others,

• Proven experience in overseeing legal compliance, corporate records management, and the development of governance policies and procedures.

• Comprehensive understanding of corporate governance principles, board management, legislative compliance, and Indigenous/Métis governance frameworks, including relevant legislation and acts impacting MNBC. Strong understanding of risk management principles, including identifying and mitigating governance-related risks.

• Experience in organizing and supporting Board meetings, maintaining corporate records, and ensuring compliance with governance and legal frameworks.

• Strong knowledge of corporate governance principles, regulatory requirements, and organizational compliance.

• Exceptional leadership, relationship-building, and stakeholder engagement skills, with the ability to collaborate across diverse teams and partner organizations.

• Exceptional communication and analytical skills, with the ability to prepare and present complex governance, legal, and compliance materials to senior leadership and Boards.

• Proficiency in using governance management platforms, legal research tools, and advanced office software (e.g., Office 365., SharePoint, and Board management systems).

• Knowledge and/or awareness of the historical and contemporary contributions made by Métis people in B.C.

• Possession of, or the ability to obtain, a Class 5 driver’s licence may be required.

• The position may require the completion of a Criminal Record Check and Vulnerable Sector Check.

How To Apply: Please submit your cover letter resume, and a copy of your credentials to careers@mnbc.ca, using "Director of Governance - Corporate Secretary - #24-211" in the subject line of the email.