Drawing on the strengths of integrated practice groups across the firm, Willkie’s Environmental, Social & Governance practice provides clients with cross-disciplinary advice to help them design and implement their ESG strategies. By partnering with our clients, our ESG practice navigates complex legal and business issues across this dynamic and growing landscape. We efficiently deploy teams spanning our transactional, litigation, asset management and regulatory capabilities to advise public and private companies; boards of directors; asset managers; private fund sponsors; investors; financial institutions (including insurance companies and banks); energy market participants; and industry associations, among others.
Willkie’s commitment to leading-edge service on ESG matters aligns closely with our long-standing commitment to corporate citizenship and sustainability. Members of our practice are actively involved in community and industry-wide efforts to support ESG-related initiatives. For example, Willkie is a co-founder of the Renewable Energy Alliance of Houston and a firm partner serves as General Counsel of the organization on a pro bono basis. We have also advised numerous nonprofits in related areas, including the Carbon Disclosure Project and the Center for Applied Environmental Law and Policy. Our lawyers’ service appointments include positions on the Futures Industry Association’s climate risk working group, the Commodity Futures Trading Commission’s Climate-Related Market Risk Subcommittee of the Market Risk Advisory Committee, the Board of Directors of the Carbon Markets & Investors Association, the Environmental Law Institute Leadership Council, the Strategic Advisory Council of the Erb Institute for Global Sustainable Enterprise, and the Board of Regents of the American College of Environmental Lawyers.
Experience
Our attorneys have experience advising:
- Public companies and their boards on ESG-related considerations, such as exchange rules and proxy advisory firm guidelines for diversity and inclusion standards; Department of Labor rules on ERISA plans and ESG investments; shareholder proposals relating to ESG matters; ESG due diligence in acquisitions; advising on market trends and regulatory developments; developing ESG policies and advising on implementation thereof, including in connection with efforts to improve the company’s performance on various ESG scorecards; drafting ESG committee charters; net zero carbon emissions targets; internal emissions trading and water use initiatives; and disclosure and reporting requirements under SEC and other applicable regulations and in accordance with international standards and voluntary codes.
- Private equity sponsors, investors, financiers and others on the creation and implementation of ESG policies, procedures, programs, management system adoption, and implementation and execution of related initiatives, including climate change-related aspects, at both the fund and portfolio company levels; advising as to conflicts and allocation issues between ESG funds and other funds; counseling as to legal and regulatory developments, including new SEC, DOL and EU rules; ESG due diligence in acquisitions; negotiating ESG provisions in LPAs and side letters and assisting with compliance thereunder; and counseling as to disclosures to investors, potential investors, lenders, regulators and others.
- Fund managers, investment advisers, and other financial market participants on the structuring, organization and formation of registered and private funds, as well as advisory accounts, with ESG strategies and regulatory requirements; disclosures that are required under EU regulations relating to sustainability/ESG risk with relation to the financial market participants themselves and to the investments that they make; legal and regulatory developments, including new SEC, DOL and EU rules; and disclosures to investors, potential investors, lenders, regulators and others.
- Issuers on ESG-related capital markets transactions, including green and sustainability bonds, and corporate bond offerings managed by D&I firms.
- Clients on ESG considerations in sustainable real estate and real asset investments including green leasing and green finance, carbon neutral and energy efficient real estate developments and refurbishments as well as on the implementation of risk & valuation management programs during the real estate and real asset life cycle.
- Clients on investigations and compliance efforts involving a wide range of ESG-related matters, including labor laws and regulations; required SEC disclosures on ESG matters, including climate change and human capital; miss-selling/greenwashing; governance matters including anti-bribery and corruption matters; and supply chain considerations.
- Clients on all aspects of climate change law and management strategy, including transactional and regulatory counseling, GHG diligence, carbon/environmental standards, disclosure and reporting, international treaty regimes, stakeholder engagement, and project development.
- Clients on all aspects of carbon offset acquisitions and documentation, the development and certification of carbon offset projects, and the purchase, sale and trading of carbon and other environmental commodities, including renewable energy credits (RECs), wetlands mitigation bank credits, and ecosystem services.
- The ISDA drafting committee in the development of the ISDA emissions annex, which is used for the purchase and sale of emissions allowances, such as CCAs, RGGI allowances, and others.