Sustainability & Environmental, Social and Governance (ESG)
Notable Representations, Key Contacts
The Sustainability and ESG Landscape
Driven by a variety of societal, political, regulatory and market trends, the global focus on sustainability and ESG issues has become increasingly acute. Business risks and opportunities involving the impact of climate change, sustainability and human capital matters continue to significantly affect the marketplace and the flow of capital. Public and private companies and private equity sponsors alike are proactively assessing and addressing sustainability and ESG issues across their businesses and investments and looking critically at their impact on the communities in which they operate. More than ever before, businesses are taking into consideration the interests of diverse stakeholders. Moreover, companies are seeking ways to lower their cost of capital by accessing green and sustainability-linked financings.
Industry, regulatory and investor guidance on sustainability and ESG issues can be complex and inconsistent despite clear momentum and intense pressure for businesses and investors to incorporate sustainability and ESG considerations into companies’ operations. The regulatory landscape is rapidly moving towards heightened disclosure requirements, increased scrutiny of sustainability claims and more frequent “greenwashing” allegations.
We take an integrated and holistic approach to partnering with our clients to evaluate their business goals, assess impacts, risks and opportunities and provide sound business judgment and guidance on compliance with applicable regulations, market trends and investor expectations. Our Sustainability & ESG group comprises lawyers across the full spectrum of practice areas, including attorneys with deep subject matter expertise on sustainability and ESG topics.
Our Capabilities
Corporate Governance and Best Practices
- Provide strategic advice regarding sustainability and ESG issues at all stages of a company’s lifecycle, including at private equity portfolio companies, IPO companies and mature issuers
- Counsel on effective oversight of sustainability and ESG matters
- Assist in the design and implementation of ESG oversight and risk monitoring systems that meet the expectations of regulators, investors, employees and other stakeholders
- Conduct risk analysis relating to sustainability-related disclosures, marketing materials and other sustainability claims
- Conduct board evaluations and advise on board composition, skills and diversity considerations
- Advise on stakeholder matters and assist clients with identifying, prioritizing and managing ESG issues that matter to a broad array of stakeholders
Crisis Management
- Respond rapidly and effectively to special challenges – the discovery of financial statement errors, shareholder activism, planned or unplanned CEO and leadership succession, government investigations and financial distress
- Counsel with respect to the full breadth of issues arising from mergers, acquisitions, corporate restructurings and bankruptcies
- Partner with clients to manage legal and reputational impact
Data Privacy & Cybersecurity
- Provide comprehensive counseling on the full spectrum of data privacy laws in the U.S., Europe and the U.K.
- Perform due diligence and assess transactional risk, and negotiate transactional documents
- Advise on all aspects of the collection and processing of personal data including the use of AI-related products and services
- Represent clients in privacy-related litigation and regulatory investigations
- Advise on crisis planning and response in relation to cybersecurity breaches
- Advise management and boards on global privacy compliance and risk management
Environmental, Health and Safety Matters
- Unparalleled experience advising on the environmental, health and safety aspects of acquisitions, divestitures, financings, restructurings and securities offerings in a broad spectrum of business sectors throughout the world, including regulatory and physical risks presented by climate change and energy transition impacts
- Identify and advise on emerging business risks and opportunities associated with changing environmental policies driven by sustainability and ESG-related concerns
Disclosure and Reporting; ESG Ratings
- Counsel on private fund reporting disclosure and reporting to limited partners as well as in the public sphere
- Advise on public company reporting and listing rule compliance, as well as key disclosure trends
- Assist clients with voluntary and mandatory disclosures to ensure compliance with federal securities laws and reporting requirements and evolving sustainability reporting requirements in the U.S. and Europe
- Help clients formulate and implement ESG disclosure programs that address stakeholder concerns and foster engagement in a dynamic and constantly evolving regulatory ESG framework
- Advise on ESG-related disclosure policies, procedures and controls, and related oversight
- Provide our clients “early warning” of new developments and emerging trends to help them prepare for change
- Review third party ESG reports
- Advise on ESG materiality assessments (including double materiality)
Diversity and Human Capital Management
- Work with sponsors and their portfolio companies, boards and committees to develop DEI, human capital management and human rights policies, procedures and controls and advise on oversight of such issues, including employee engagement and culture
- Review DEI programs and policies in light of litigation developments and related scrutiny
- Counsel on proxy statement disclosures and advise on diversity reporting requirements
- Advise on pay gap and other human capital shareholder proposals
- Counsel on annual report, proxy statement and sustainability report disclosures relating to DEI, human capital management, human rights and conflict minerals
- Advise on employment litigation governance, disclosure and other considerations
- Undertake racial equity and similar reviews
- Counsel on compliance with whistleblower regulations including with respect to employment and separation agreements
Sustainability and Impact Focused Funds
- Advise on formation of sustainability and impact focused funds
- Counsel clients on integrating ESG considerations, criteria and standards into fund strategies and documentation
- Negotiate relevant terms with investors, including ESG-related measurement, reporting and excuse provisions
- Develop ESG-related policies and procedures at the investment, fund and sponsor levels
- Assist clients with navigating regulatory oversight and compliance relevant for private fund sponsors
- Counsel on all aspects of the Sustainability Financial Reporting Directive
- Represent issuers and financial institutions in connection with green and sustainability-linked bonds
Litigation, Investigations, Enforcement and Regulatory Reviews
- Counsel sponsors, boards and management on sensitive internal investigations, internal employment compliance audits, whistleblower claims and "greenwashing" allegations by regulators and private plaintiffs relating to environmental and/or social claims in advertising, ESG reporting, and other company communications
- Assist Boards of Directors and Special Board Committees with internal investigations, governmental investigations and litigation (including securities, class action and derivative litigations arising out of M&A transactions involving affiliated entities) and arbitration related to ESG matters
- Advise on current and future ESG-related regulations, voluntary frameworks and industry guidance
- Advise clients on litigation risk management and strategy, including implementation
Shareholders and Investor Engagement
- Advise on the full spectrum of complex challenges that may arise from ESG-focused activism
- Create strategies to effectively communicate ESG milestones to investors
- Advise on impact of evolving stakeholder concerns, including institutional investor and proxy advisory firm policies
- Counsel on conflicts of interest and transactions with controlling shareholders
- Advise on engagement with active shareholders and seek to understand their objectives and help our clients work to achieve resolution that is successful to all parties
- Advise on takeover defenses
- Assist with the management of and response to shareholder proposals
Transactions and Due Diligence
- Conduct due diligence across varied business sectors and jurisdictions, including the full spectrum of ESG-related regulations and other red flags, such as environmental matters, labor and employment issues, supply chain management, human rights, antitrust, anti-bribery and anti-corruption, anti-money laundering, export controls, sanctions, data security and cybersecurity
- Deliver innovative strategies that address the unique challenges faced by private and public investors, energy companies, project sponsors, lenders, and technology suppliers operating in oil and gas, power and renewables, and the rapidly evolving energy transition spaces
- Coordinate with third-party consultants to ensure integration into the overall transaction process
- Advise strategic and financial buyers, private equity portfolio companies and pre-IPO companies on implementing governance structures and ESG strategies, including policies, procedures, controls and risk management processes
Key Contacts
See list of lawyers globally
Shortcut Links
Annemargaret Connolly Named 2024 “Environment Lawyer of the Year” and “ESG Leadership Lawyer of the Year”
Euromoney Legal Media Group Americas Women in Business Law Awards
Ranked Band 1 for Environment: Mainly Transactional in D.C.
Chambers USA 2024
Ranked Tier 1 for Environment: Transactional
Legal 500 US 2024
Annemargaret Connolly Ranked Band 1 for Environment: Mainly Transactional in D.C.
Chambers USA 2024
Named National Tier 1 Environmental Law Practice
U.S. News – Best Lawyers “Best Law Firms” Survey 2022*
* Best Lawyers (in America) is by Levine Leichtman Capital Partners
Weil are among the best. They are very well regarded.”
Chambers USA 2024
Very knowledgeable and proficient on the most complex of transactions.”
Chambers USA 2024
Speaking Engagements, Latest Thinking, Firm News & Announcements
Speaking Engagements
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21st Annual Executive Compensation Conference
Speaker(s):
Howard B. Dicker
October 15, 2024 — Weil Public Company Advisory Group Co-Head Howard Dicker spoke on a panel titled "The Top Compensation Consultants Speak" as part of the 21st Annual Executive Compensation Conference.
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Proxy Disclosure Conference
Speaker(s):
Howard B. Dicker
October 14, 2024 — Weil Public Company Advisory Group Co-Head Howard Dicker spoke on panels titled "Cyber Incidents: Handling Real-Time Reporting" and “Rule 14a-8 & Shareholder Proposals: The Latest Developments” as part of the Proxy Disclosure Conference.
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Human Rights in the Supply Chain
Speaker(s):
Rebecca Grapsas,
Hayley Lund and
Timothy C. Welch
October 10, 2024 — Public Company Advisory Group partner Rebecca Grapsas, Litigation partner Hayley Lund and Regulatory partner Timothy Welch spoke on a Center Briefing titled “Human Rights in the Supply Chain” as part of The Conference Board’s ESG Center Working Group.
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Northeast Regional Conference for the Society for Corporate Governance
Speaker(s):
Lyuba Goltser
October 8, 2024 — Jersey City, NJ — Weil Public Company Advisory Group Co-Head Lyuba Goltser spoke on a panel titled “Guardians of Governance: Superhero Strategies for the Proxy Season,” as part of the Northeast Regional Conference for the Society for Corporate Governance.
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Leading Inclusion Efforts in Modern Times
Speaker(s):
Vynessa Nemunaitis
October 2, 2024 — Las Vegas, NV — Weil Banking & Finance partner Vynessa Nemunaitis moderated a panel entitled “Leading Inclusion Efforts in Modern Times,” at the Corporate Counsel Women of Color 20th Annual Career Strategies Conference, along with in-house counsel from lululemon athletica and Uber.
Latest Thinking
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Looking Ahead to the 2025 Proxy Season: ISS Annual Policy Survey Results Focus on Poison Pills, Pay-for-Performance, and Climate and Human Capital Disclosures
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Kaitlin Descovich and
Amanda Zoda
— October 21, 2024
Institutional Shareholder Services (ISS) has released results of its Annual Global Benchmark Policy Survey, which is expected to inform policy changes for the upcoming 2025 proxy season. For U.S. companies, this year’s Global Benchmark Policy Survey, available here, largely focuses on poison pills, executive compensation and environmental and social topics, including greenhouse gas (GHG) emissions and […]
The post Looking Ahead to the 2025 Proxy Season: ISS Annual Policy Survey Results Focus on Poison Pills, Pay-for-Performance, and Climate and Human Capital Disclosures appeared first on Governance & Securities Watch.
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Antitrust and Generative AI: Navigating the Interplay – Five key takeaways from our W@Competition event
Blog Post — WorthWeil Antitrust Blog
— By
Jenine Hulsmann,
Bella Spring and
Jenny Patroclou
— October 14, 2024
Last week we were privileged to host a London event with W@Competition, bringing together a dynamic roster of expert speakers with truly diverse perspectives – from regulators, to in-house lawyers, to economists – to discuss the hot topics around antitrust and the rapidly evolving world of Generative AI. Welcomed by Rebecca Saunders (W@ Executive Committee), ...
- Weil Private Funds Regulatory Review Alert — By David E. Wohl, Chris Mulligan, Chris Scully, John H. Bradshaw and Stephen Filocoma — PDF — October 11, 2024
- Giving the Green Light New UK Direct Enforcement Powers to Tackle Green Claims Alert — Sustainability & ESG — By Nafees Saeed, Hayley Lund, Arianna Scavetti, Bella Spring, Lucy Chambers, Matthew Gibbon and Amy Waddington — PDF — October 2024
- World Mental Health Day: Acknowledging Pregnancy Loss in the Legal Industry Publication — New York Law Journal — By Lori L. Pines — PDF — October 09, 2024
Firm News & Announcements
- Weil Named a Top Investigations Firm by Global Investigations Review in 2024 Firm Announcement — November 18, 2024
- Weil Secures Dismissal for PepsiCo of NY Attorney General Public Nuisance Plastics Pollution Lawsuit Litigation Win — November 01, 2024
- Weil Helps Prepare Memo to the Ukraine Government on Postwar Reconstruction Firm Announcement — October 28, 2024
- Max Scott Honored with 2024 Pro Bono Advocate of the Year Award by Kids in Need of Defense Firm Announcement — October 24, 2024
- Adam Banks Named a 2024 Notable Black Leader by Crain’s New York Business Firm Announcement — October 22, 2024