Director, Governance Advisory

About Kingsdale Advisors

Kingsdale Advisors is a leading shareholder services and advisory firm with offices in Toronto and New York. Since 2003, public companies across North America have relied on Kingsdale to engage shareholders and support the successful execution of transactions and resolutions requiring shareholder approval.

Our multidisciplinary team provides specialized expertise in strategic and defensive advisory, governance advisory and proxy analytics, strategic communications, and voting analytics. Kingsdale has advised on many of the market’s largest and most high-profile proxy contests and transactions.

Your Role & How You Will Contribute

Based in Toronto and as a member of Kingsdale’s market-leading Governance Advisory practice, reporting to the EVP, the Director will lead research, analysis, and client advice on executive compensation, corporate governance, shareholder activism, M&A, and related matters affecting public companies in Canada and the United States.

This is a senior client-facing role for a governance professional who combines analytical depth, sound judgment, strong writing, and the ability to translate complex information into clear, practical recommendations. The Director will also contribute to team development, quality control, intellectual capital, and the continued improvement of the practice’s tools and processes.

Key Duties and Responsibilities

• Act as a senior day-to-day advisor on a meaningful portfolio of client engagements, supporting the EVP, Governance Advisory and other senior members of the firm as required
• Build and maintain trusted client relationships by understanding client objectives and providing informed, responsive advice on executive compensation, corporate governance, shareholder activism, M&A, and environmental and social matters
• Prepare annual meeting reports assessing anticipated perspectives of ISS, Glass Lewis, and institutional shareholders on director elections, auditor appointments, Say-on-Pay, equity compensation plans, by-laws, shareholder proposals and other voting matters
• Conduct complex governance and compensation analyses, including transaction memos and activism vulnerability analyses
• Develop and maintain industry-leading intellectual capital, research resources, and knowledge databases covering executive compensation, corporate governance, special situations, and shareholder proposals
• Monitor market, regulatory, investor, and proxy-advisor developments and communicate relevant insights to the Governance Advisory team
• Engage third-party research contacts and information providers, where appropriate, to obtain relevant governance and compensation information
• Review work prepared by junior team members, provide clear and constructive feedback, and help ensure deliverables are accurate, consistent, and client-ready
• Coach and support the training and development of junior professionals
• Promote disciplined project management and collaborate across the practice and other teams of the firm to complete assignments in a timely and professional manner
• Identify and implement opportunities to improve efficiency, quality, accuracy, consistency, and internal controls
• Contribute to the development and continuous improvement of internal and external reports, templates, methodologies, and workflows
• Perform other duties consistent with the needs of the practice

• Bachelor’s degree in commerce, business administration, law, quantitative analytics, or a related discipline
• 4+ years of experience in corporate governance and/or executive compensation research or a similar role is an asset; experience with a proxy advisory firm, compensation consultancy, institutional investor, governance advisory firm, or in-house governance function is preferred
• Demonstrated ability to prepare core governance advisory deliverables, such as circular reviews, pay-for-performance analyses, board assessments, equity-plan evaluations, transaction memos, and vulnerability analyses
• Strong knowledge of Canadian and U.S. public-company disclosure and shareholder-voting practices, with experience using SEDAR+ and EDGAR
• Excellent written and verbal communication skills, including the ability to distill complex information into concise, decision-useful advice
• Outstanding attention to detail and a strong commitment to accuracy and quality
• Sound judgment, professionalism, and confidence in client-facing situations
• Strong people-leadership, coaching, and collaboration skills
• intellectual curiosity and the ability to learn complex technical subject matter quickly
• Ability to diagnose client needs, identify appropriate resources, and resolve issues proactively and professionally
• Highly organized, resourceful, adaptable, and able to manage competing priorities and deadlines in a fast-paced environment
• Advanced proficiency in Microsoft Word, PowerPoint, Excel, Outlook, SharePoint, and Copilot; experience with Diligent Intelligence, S&P Capital IQ or DisclosureNet is an asset