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Director, Proxy

Toronto

Sodali & Co is a recognized global capital markets stakeholder advisory firm, serving over 2,000 clients in more than 65 countries. The Firm advises a diverse and global client base including many of the world’s largest companies. Formed by the mergers of several market-leading capital markets stakeholder engagement consultancies, Sodali is the largest global shareholder services firm in the world. The Firm operates out of three global headquarters in New York, London, and Sydney and is supported by 12 regional offices in major financial capitals around the world.

Sodali provides a full suite of shareholder, sustainability, and strategic communications advisory services that, together, enable the Firm to deliver clients differentiated insights, integrated expertise, and bespoke advice to address complex interconnected issues, identify and capitalize on strategic opportunities, and drive successful business outcomes.

Sodali’s services include:

  • Shareholder Advisory services include M&A Advisory, Activism Preparation and Defense, Board Governance Services, Corporate Governance Advisory, Proxy Solicitation, Capital Markets Intelligence, Global Debt and Bondholder Services, and Stakeholder Research.
  • Sustainability services include ESG Assessment, Strategy & Implementation, and Communications Advisory.
  • Strategic Communications services include Corporate Communications, Financial and Transaction Communications, Investor Relations, Public Affairs and Campaigns, Crisis and Special Situations, and Research.

The Opportunity

The Director of Proxy Services is responsible for advising public company clients on proxy strategy and shareholder engagement. This role oversees the execution of complex proxy campaigns, ensures the highest standards of analytical rigor, and serves as a trusted adviser to boards, leadership teams, and key stakeholders. The Director also plays a critical role in shaping market insights, strengthening client relationships, and leading teams through high-pressure, time-sensitive engagements. 
 
Responsibilities 

Strategic Advisory 

  • Provide high-level guidance to clients on governance trends, proxy advisor methodologies, voting risks, and investor expectations. 
  • Advise senior executives and boards on strategic implications of voting outcomes and shareholder sentiment. 
  • Support senior Sodali colleagues in advising clients on contested and sensitive situations, including activist campaigns, requisitioned meetings, and majority of minority votes under applicable securities regulations 
  • Lead client briefings and deliver clear, insight-driven recommendations. 
  • Proactively manage the account while being highly responsive to clients’ needs, whether they be an immediate or future positive need, or a response to a query, complete and or action item 

Proxy Campaign Leadership 

  • Oversee end-to-end execution of proxy solicitation campaigns across annual meetings, special situations, and M&A events, meeting client and project objectives lead campaigns involving cross border ownership, multiple intermediaries, and complex voting mechanics, including beneficial ownership analysis and intermediary coordination 
  • Ensure the accuracy, quality, and strategic framing of all vote projections, shareholder analytics, and client deliverables. 
  • Secure positive results and foster relationships for future mandates. 
  • Solution oriented and results driven in all instances 
  • Drive effective issue management and escalation throughout peak proxy periods. 

Client & Stakeholder Engagement 

  • Build and maintain trusted relationships with clients, proxy advisors, legal advisors, and other market participants. 
  • Act as a primary point of escalation for clients during live campaigns, providing calm, decisive guidance in time sensitive and high pressure situations 
  • Represent the firm as a subject-matter expert in governance and proxy matters. Attend client meetings and participate in client presentations as needed. 
  • Identify opportunities to deepen client relationships and expand service offerings. 

Team Leadership & Execution Excellence 

  • Lead cross-functional teams to deliver high-quality work under demanding timelines. 
  • Establish strong operational discipline and promote best practices in data management, workflow execution, and quality control. 
  • Set the tone for accountability, precision, and client service excellence across campaign teams, particularly during peak proxy season. 
  • Contribute to the development of management of sales and marketing campaigns  
  • Mentor talent and develop organizational capability in governance and proxy advisory work. 

 

Qualifications 

  • Bachelor’s degree in Business Administration, Finance, Economics or a related field. 
  • Strong background in proxy solicitation, shareholder engagement, corporate governance, or investor relations. 
  • Demonstrated knowledge of governance standards for listed companies, institutional investor policies, and proxy advisor methodologies. 
  • Experience interacting with proxy advisory firms, custodians, transfer agents, and legal advisors in a transactional or contested setting. 
  • Experience leading complex client engagements in fast-paced, high-stakes environments. 
  • Exceptional communication and executive presence; able to influence senior stakeholders with clarity and authority. 
  • Advanced analytical and problem-solving capability, with proficiency in Excel and data-driven decision-making. 
  • Proven ability to lead teams, manage competing priorities, and deliver results under pressure. 
  • Ability to work flexible hours and accommodate travelling. 

Sodali & Co is proud to be an Equal Opportunities Employer. We celebrate diversity and are committed to creating an inclusive environment where everyone feels valued and respected. We welcome applications from all qualified individuals regardless of race, color, religion, sex (including sexual orientation, gender identity, and pregnancy), national origin, age, disability, or veteran status. We are committed to providing reasonable accommodations to support candidates with disabilities or access needs throughout the recruitment process.

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