General Counsel & Corporate Secretary

Massey Henry is pleased to once again support HomeEquity Bank — this time in the recruitment for a General Counsel & Corporate Secretary.

About HomeEquity Bank

Ranked as one of Canada’s Top Growing Companies, HomeEquity Bank ("the Bank") is the leading national provider of reverse mortgages in Canada and the only federally regulated Bank focused solely on Canadians 55 and above.

HomeEquity Bank has a highly effective direct-to-consumer distribution model (B2C), as well as an established referral network (B2B), including Canada’s major banks, credit unions, financial planners, and mortgage brokers.

With its flagship product, the CHIP Reverse Mortgage, HomeEquity Bank empowers Canadians 55+ to live retirement on their terms by providing them a secure way to access equity from their smartest investment – their home.

HomeEquity Bank is a portfolio company of Ontario Teachers’ Pension Plan Board, a global investor that delivers retirement income for 346,000 current and retired teachers in Ontario.

Vision, Values, and Culture

Vision: Be the most trusted bank solely focused on helping Canadian homeowners 55+ and their families thrive.

Values:

• One Team; One Vision: We are an inclusive community that achieves more by pulling together.
• Think long-term; ever evolving: We bring long-term thinking in our constant pursuit to challenge the status quo and deliver results
• Be exceptional; inspire greatness: We motivate each other to achieve greatness and take time to celebrate and recognize the remarkable as it happens.
• Customer-focused; passionate advocates: We value transparency and fairness and act with integrity in everything we do.
• Courage to act; do the right thing: We value transparency and fairness and act with integrity in everything we do.
• Diversity & Inclusion: Over the past few years, HomeEquity Bank has broadened its diversity mandate from Employment Equity to a robust diversity, equity, and inclusion program that emphasizes increased diverse representation, creating an inclusive culture, and enhancing the employee, partner, and customer experience.

Looking Ahead

The bank is exceptionally well positioned for future growth in the following ways:

• Positive demographic trends in the 55 years old and over segment
• Wider awareness and growing demand of reverse mortgages in the market
• Significant barriers to entry for competitors
• Firm position as a market leader

Additional Information

Please visit the HomeEquity Bank website for more information about their vision and operations, as well as their esteemed executive leadership team and Board of Directors.

The Opportunity

Reporting to the Chief Financial Officer ("CFO"), the General Counsel & Corporate Secretary ("GC") leads the Bank’s legal and corporate governance functions, providing strategic and practical guidance to the Board of Directors, Management Team, and business leaders across the organization.

The GC will play a critical role in maturing and scaling the legal function, building a commercially focused, high‑performing team, and implementing the operational infrastructure, processes, and governance frameworks required to support the Bank’s continued growth.

As a trusted advisor, the GC helps ensure the Bank operates in compliance with applicable laws, regulations, and governance standards, while enabling business growth and prudent risk‑taking.

Key Responsibilities

The GC’s mandate encompasses the following core responsibilities and areas of oversight:

• Leadership of the legal function and enterprise legal risk management.
• Corporate governance, Board, and committee support, and corporate secretariat responsibilities.
• Regulatory and compliance advisory, including engagement with regulators as needed and key stakeholders (e.g., Ontario Teachers’ Pension Plan).
• Commercial, transactional, and strategic legal support across the Bank.
• Oversight of external counsel relationships, including performance and legal spend.
• Continuous improvement of legal operations, including processes, workflows, and performance metrics.

Legal Leadership & Advisory

• Provide strategic legal advice to the Board, executive management, and business leaders on key matters affecting the Bank.
• Set legal priorities and ensure consistent, timely support across the organization.
• Drive a strategic shift toward increased in‑house delivery of legal services, enhancing efficiency, knowledge retention, and cost management.
• Identify and mitigate legal and reputational risks, including escalations, complaints, and litigation matters.
• Deliver practical training and guidance to business units on legal requirements and process improvements.

Team Leadership

• Lead, mentor, and develop the legal team, with a focus on capability‑building, engagement, and performance.
• Support internal teams on complex client matters and provide clear, actionable guidance.

Mortgage Lending

• Provide practical, business‑oriented legal advice to the Bank’s mortgage lending teams, across sales, underwriting, servicing and customer care.
• Advise on reverse mortgage product features and loan documentation.
• Oversee mortgage‑related litigation strategy, including advising internal teams on risks and approach, and making decisions on retaining external counsel.

Regulatory & Compliance

• Advice on banking regulation and related compliance frameworks (e.g., OSFI, privacy, consumer protection, AML).
• Monitor regulatory developments and guide implementation of required changes.

Transactions & Commercial Matters

• Lead and support corporate transactions and strategic initiatives, including financings.
• Oversee legal aspects of equity‑based compensation plans and related documentation.
• Draft, review, and negotiate material agreements, providing pragmatic, solutions‑oriented advice to business teams.

External Counsel Management

• Oversee external counsel relationships, ensuring high‑quality delivery, cost discipline, and alignment with internal objectives.
• Optimize the use of external advisors, bringing appropriate work in-house while maintaining access to specialized expertise.
• Improve visibility, knowledge transfer, and continuity across externally supported matters.
• Risk Management & Ethics: Identify, assess, and communicate legal and reputational risks, recommending mitigation actions aligned with the Bank’s risk appetite.
• Promote a culture of integrity, accountability, and compliance across the organization.

Corporate Governance & Board Support

• Serve as a key advisor to the Board and its committees on governance practices and fiduciary responsibilities.
• Support Board and committee operations, including agendas, materials, meetings, and minutes.
• Partner closely with directors and key stakeholders, responding to evolving governance needs.
• Support the onboarding of directors, as well as governance education.
• Ensure governance practices align with regulatory expectations and leading standards.

Corporate Records and Statutory Compliance

• Act as custodian of corporate records, ensuring compliance with statutory and regulatory requirements.
• Maintain accurate and up‑to‑date records, including governing documents, minutes, resolutions, and registers.
• Coordinate governance‑related filings, notices, and approvals.
• Oversee the execution, certification, and retention of corporate documents.

The Individual

The General Counsel & Corporate Secretary ("GC") is a commercially minded legal executive with deep experience in regulated financial services, including meaningful exposure to residential mortgage lending. The GC brings strong knowledge of lending, underwriting, and secured products, and operates with credibility within a federally regulated banking environment.

A hands‑on and pragmatic leader, the GC has a strong track record of building, stabilizing, and developing legal teams within a growing organization, while establishing the core infrastructure required to support and foster a culture of accountability, collaboration, and continuous improvement.

With strong governance expertise and experience supporting Board and committee effectiveness, the GC operates with a high degree of ownership, discretion, and sound judgment, and can build trust quickly across diverse stakeholder groups.

Key Qualifications

Technical Skills and Experience

• 15+ years of legal leadership experience in‑house within a bank, trust company, or other regulated financial institution.
• Strong expertise in residential mortgage lending (RESL).
• Deep understanding of banking regulation and governance in Canada.
• Proven track record advising senior executives and Boards of Directors.
• Experience engaging with regulators and managing regulatory examinations or inquiries.
• Demonstrated experience supporting corporate governance and Board operations in a regulated environment.

Personal Attributes

• Strong business judgment, with the ability to provide clear, practical, and solutions‑oriented legal advice.
• Excellent communication skills and stakeholder management skills, with the ability to engage credibly with executives, directors, regulators, and external counsel.
• Ability to manage complexity and competing priorities in a lean organizational environment.
• High integrity, discretion, and sound judgment when handling sensitive matters.
• Proven leadership capability to build and manage an effective legal function in a growing organization.

Education

• Law degree (LL.B. or J.D.).
• Member in good standing of the Law Society of Ontario.