Senior Legal Counsel

Job Summary

The Legal Counsel is responsible for helping to ensure the legal integrity of the Centre, in its operations both in Canada and abroad.  This involves providing counsel to the Centre:

  • on its legal relationships with a variety of parties;
  • on a range of corporate legal issues as they emerge; and
  • to ensure compliance with current legal principles, practices and legislation.

The Legal Counsel works with, and provides legal and strategic advice to, staff throughout the Centre, at all levels.  The Legal Counsel assists the Corporate Secretary and General Counsel in advising, and providing support to, Centre management and the Board of Governors on corporate governance matters.       

Primary Duties or Responsibilities

Building and Maintaining Legal Relationship

Advises on the negotiation, establishment, maintenance, and termination of the entire range of legal relationships between IDRC and external parties with which IDRC carries on business (donors, recipients, commercial suppliers, employees, consultants, landlords, tenants, foreign and domestic government agencies, and international organizations).

This involves providing strategic and tactical advice to, and working as an integral member of, IDRC negotiating teams on particular transactions towards:

  • negotiating a relationship;
  • drafting and/or revising and advising on the content of contractual documents setting out the terms and conditions of particular relationships;
  • negotiating on the specific terms and conditions of contractual documents, including intellectual property ownership issues;
  • advising Centre employees responsible for particular relationships on legal issues which arise between IDRC and respective parties; and
  • advising on legal aspects of the termination or wind-down of ongoing relationships.

The above is done with a view to protecting the Centre’s legal rights, ensuring the integrity of its operations, minimizing its risk, and meeting its obligations.

Examples include:

  • donor ‘partnership’ transactions providing for IDRC’s receipt and management of donor funds and creation and management of large scale programming activities;
  • procurement transactions for the Centre;
  • transactions establishing mature Centre programs as separate legal entities or transferring such programs to other legal entities as going concerns, including effecting the transfer of physical assets, intellectual property rights, contracts, and employees; and
  • development, modification and review of standard form agreements used by the Centre such as grant and consultancy contracts.

Advising on Legal and Risk Management Issues

Advises on a range of current legal and business issues impacting IDRC by reviewing issues, ascertaining applicable and appropriate legal and risk management practices, and recommending courses of action to IDRC management.  This can involve supervising the work of lawyers retained by IDRC in foreign jurisdictions where IDRC does business to ensure understanding of and compliance with local laws.     

Examples include:

  • ensuring Centre compliance with applicable Canadian and foreign income taxation laws in conducting its overseas operations;
  • advising on new legislation, such as the Federal Accountability Act;
  • advising on the legal aspects of assigning Canadian staff to work from overseas offices;
  • advising on access to information requests under the Access to Information Act;
  • advising on the legal aspects of a digital library;
  • advising on and assisting in the development of internal corporate policies; and
  • advising on the employment law aspects of staff management issues.

Advising on Project Development and Evolution

Advises on governance and administrative structures and regimes for large scale projects, including in-house “corporate projects”, and assists with the eventual wind-up and/or devolution of such projects at their conclusion.  

Examples include:

  • advising on the wind-up of a regionally based corporate project;
  • developing intellectual property ownership regimes for complex multi-recipient projects; and
  • developing an administrative and governance structure for a Centre corporate health systems project funded by a consortium of donors.

Managing Litigation

Assists the Corporate Secretary and General Counsel in the management of litigation matters, or potential claims, to which the Centre is, or may become, a party.