Corporate/Securities Law Clerk

Cozen O’Connor LLP is seeking an experienced full‑time Law Clerk to join our Corporate/Securities practice group in the Toronto office. This presents an exciting opportunity to be part of and support a dynamic and growing team.

This role independently supports corporate services and capital markets matters on a file-by-file basis on routine-to-moderately complex workstreams (i.e., incorporations, standard filings, private placements, disclosure packages) while escalating judgment calls and legal issues to supervising lawyers.

This is a hybrid role with three (3) days per week required onsite. Onsite requirements may evolve over time, and occasional work outside standard business hours may be required. The first 30 days will be onsite full-time to ensure a smooth onboarding experience with hands-on training and collaboration. 

Corporate Law Clerk Duties 

• Prepare and file incorporations/organizations; amendments; amalgamations; continuances; revivals; dissolutions; extra provincial registrations; and related government forms and supporting documentation;
• Maintain and update minute books, registers (directors/officers/shareholders) and corporate entity databases; track deadlines (annual returns, renewals, periodic compliance);
• Assist with reviewing corporate records, preparing deficiency summaries, and drafting standard documentation to rectify gaps (as assigned);
• Prepare documentation and coordinate execution for share issuances/transfers/redemptions/cancellations; maintain share ledgers; support option plans and convertible instruments documentation and related corporate approvals (as directed);
• Draft routine board and shareholder resolutions, written consents, officer certificates and ancillary governance documentation; prepare annual/special meeting materials where part of corporate governance support;
• Prepare draft closing deliverables (signature pages, closing checklists, officer/notarial certificates), coordinate execution, assemble closing books and support post closing corporate filings;
• Conduct and summarize corporate searches and support diligence compilation for acquisitions/divestitures and financings;
• Liaise with clients and internal teams to obtain signatures/information and to ensure corporate filings are completed on time.

Security Clerk Duties 

• Draft and organize securities offering materials for prospectus offerings and private placement financings (using precedents and lawyer instructions), including assembling schedules and supporting exhibits;
• Prepare and format disclosure documents (e.g., news releases, material change reports) and assist with compilation of other continuous disclosure deliverables as directed;
• Prepare and submit filings with SEDAR+, SEDI, and stock exchanges (TSX/TSXV/CSE as applicable), including managing filing logistics and confirmations/receipts;
• Prepare and file required post closing securities filings (e.g., exempt distribution reports; insider reporting where applicable) under lawyer supervision;
• Conduct public issuer searches on SEDAR+ (and other sources as required) and compile results for counsel;
• Assist with securities registration and compliance filings (including NRD-related tasks) where required by the practice group.
   

• Law Clerk diploma or equivalent from a recognized Ontario program (ILCO-accredited or equivalent preferred);
• 5-8 years of law clerk experience in: corporate law (required), securities / capital markets (strong asset even if only partial experience);
• Completion of or eligibility for Institute of Law Clerks of Ontario (ILCO) certification is an asset;
• Strong technical aptitude and enthusiasm for continuous improvement and upskilling;
• Outstanding written and verbal communication with the ability to professionally interact with clients, lawyers, and all levels of the Firm; 
• Proficient with Word, Excel, Closing Folders, SEDAR, Corplink, Disclosure net;
• Working knowledge of: OBCA / CBCA corporate procedures (incorporations, governance, filings), corporate filing platforms (e.g. OnCorp, Cyberbahn), document management systems and corporate databases; 
• Basic securities law concepts (private placements, public disclosure frameworks);
• Familiarity with corporate governance documentation and processes, transactional closing processes and documentation;
• Ability to work efficiently and effectively under pressure, with exceptional time management skills;
• Ability to work effectively both independently and as part of a team to maintain smooth workflows.

The expected annual base salary range for this position is $75,000 - $90,000 and is eligible for an annual, discretionary bonus. The offered salary will be determined based on factors such as job knowledge, skillset, experience, and internal and market equity.

What we Offer

• Competitive salaries and annual discretionary bonuses for all roles and levels;
• Comprehensive employer-paid benefits, including extended health care, dental, vision, and life insurance (effective on your first day);
• Short-term and long-term disability insurance benefits;
• Parental leave benefits with 100% top-up for a portion of the leave;
• Group RRSP matching program (with the opportunity for prior legal service to be recognized);
• A commitment to health and wellness through employer-paid resources and a fitness reimbursement program;
• Paid vacation, sick and personal time;
• Monetary incentives for employee referrals;
• Continuing professional development opportunities and reimbursements;
• Hybrid work environment and work-life flexibility;
• A culture of recognition, collaboration and intentional connection.

If you’re excited about this opportunity and believe you can contribute meaningfully—even if your experience doesn’t align exactly with every requirement—we encourage you to apply. We value diverse perspectives and skills, and we’re committed to finding the right person for the role.

We thank all candidates for their interest in joining Cozen O’Connor. Those selected for further consideration will be contacted directly for the next steps.

Cozen O’Connor is committed to providing accommodations during the hiring process. If you require accommodations, please email [email protected] or call 647-925-5923, and provide your contact information and indicate the role that you’re applying for. A member of our team will be in touch with you directly. We ask that you please only use this email address and contact number to request an accommodation.