ESG Brochure March 2020
ESG Brochure March 2020
ESG Brochure March 2020
Governance (ESG)
Managing risks and enhancing value
2020
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2 Environmental, Social and Governance (ESG) | 2020
Introduction
Today’s investors are looking for ways to put their capital to work in a sustainable way, one focused on
avoiding harm to people and the planet and creating long-term value through socially desirable activities.
Financial services, insurance and other professionals must now find their way around a rapidly evolving
landscape of environmental, social and governance (ESG) factors and assess businesses according to
their ESG characteristics in order to support investors who wish to make socially responsible
investment decisions.
Allen & Overy has the subject matter expertise to guide you safely through the increasingly legal ESG
landscape. Our ESG Team’s advice is informed by decades of collective experience in environmental,
social and governance matters, and by tracking the latest developments in ESG-related regulation and
litigation around the world.
Environmental
– pollution – emissions
– waste – land use and deforestation
– water – energy
– natural resource management – climate impacts and asset resilience
– supply chain management – renewables
Social
ESG – health and safety – stakeholder and community engagement
– human rights –e mployee and customer relations
– modern slavery –c onflict zones/conflict minerals
– trafficking and child labor – relocation/displacement
Governance
– anti-bribery and corruption – diversity and inclusion
– anti-money laundering –d ata protection and cybersecurity
– executive pay – risk management and oversight
– financial and corporate reporting –d irectors’ and officers’ duties
– gender pay gap and liabilities
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52%
Improved
47% Brand and
37%
Decreased
long-term returns reputation investment risk
66%
Data
32%
Costs of
21%
The risk of
30%
Advanced
technology greenwashing analytical skills
Examples of A&O advisory support to mitigate ESG risk and capitalize on ESG opportunities:
– Assist in developing – Scan transactions – Assess effectiveness – Design grievance – Advise on all aspects
ESG policies and lending to of responses to mechanisms as early of sustainable finance,
and practices identify potential ESG ESG impacts, warning systems and from corporate green
impacts throughout provide metrics and remediation processes loans or bonds and
– Draft ESG
value/supply chain analysis, and design sustainable supply
management plans – Dispute resolution:
alternative strategies chain financing,
and codes of – Conduct structured we represent clients
to financing renewable
conduct for projects ESG due diligence – Draft strategic reports, before courts and
energy projects
and transactions and impact sustainability and tribunals, where they
assessments on modern slavery reports face claims involving – Develop standards
– Design bespoke
high-risk projects, alleged environmental, for products such
contractual
transactions social and as green or social
mechanisms and
and lending governance abuses impact bonds
dispute resolution
and loans
clauses to permit
leverage and exit
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6 Environmental, Social and Governance (ESG) | 2020
A mining company
on transnational tort litigation with
A natural resource company A State-owned development respect to human rights issues and
finance institution state security forces.
on reforming an operational level
grievance mechanism and revising on its responsibilities under the United
security and human rights policies Nations Guiding Principles on Business
and practices in relation to police and Human Rights with respect to its A European company
and private security. lending and investment activities. with a complex supply chain in the
agricultural sector, on designing
a system of operational level
grievance mechanisms.
Numerous banks and fintechs A U.S. investment bank A Middle-Eastern energy company
on the implementation of AML policies on anti-money laundering, anti-bribery on a cross-jurisdictional review on
and procedures. and sanctions risks and policies in bribery and corruption laws, covering
connection with the proposed 22 countries, which led to an update of
acquisition of a trading business. the client’s global ABAC policies.
A major American company
with a vast and complex supply
chain, in designing human rights
compliance systems.
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South West Water Japan Bank for International Cooperation and BTMU
on a GBP20m and GBP30m bilateral impact on a USD1 billion Green loan to Petrobras which will be used for a co-generation project
loan revolving credit facilities provided by at Comperj oil refinery, and for a flaring gas 2 reduction project at multiple offshore oil
Société Générale and Natwest respectively. concessions in the Campos Basin.
The loans are linked to better environmental
performance and cleaner beaches and is a
first of its kind in the UK.
Export-Import Bank of India (EXIM Bank) Nederlandse Waterschapsbank N.V. Neerg Energy Ltd.
the lead managers on the issue the lead manager on the issue of EUR1bn Bank of America Merrill Lynch, Goldman Sachs,
of USD500m Green Bonds. and EUR500m Green Bonds. HSBC, J.P. Morgan and UBS as joint
bookrunners on the Rule 144A/Reg S
debut high yield offering of USD475m of
Alpha Trains HSBC France 6.00% senior secured notes due 2022 by
certified EUR250m bonds issued to finance the lead manager on the issue Neerg Energy Ltd. The bond was certificated
acquisition of energy efficient electric of EUR500m Green Bonds. as green by the Climate Bonds Initiative and
passenger train sets, the world first green U.S. verified by an independent assurance statement.
private placement in the rolling stock sector
(A&O advised investors). Industrial and Commercial Bank
of China Rural Electrification
A syndicate of 11 banks, with Crédit Agricole Corporation Limited
Corporate and Investment Bank, HSBC, The lead banks in connection with the
IDBI Bank Industrial and Commercial Bank of China Regulation S green bond offering of
ANZ, BNP Paribas, Citi, HSBC, J.P. Morgan (Asia) Limited and Merrill Lynch International USD450m 3.875% senior unsecured
and Standard Chartered Bank as joint lead as joint global co-ordinators, on the inaugural, notes due 2027 by Rural Electrification
managers on the inaugural issue of USD350m multi-tranche green bond issuance by Corporation Limited. The green bond
Reg S green bonds by IDBI Bank Limited, Industrial and Commercial Bank of China issue was certified by the Climate Bonds
the second Indian bank to issue green bonds. Limited (acting through its Luxembourg Initiative and verified by an independent
Branch) of EUR1.1bn floating rate notes due assurance statement and dual listed in
2020, USD450m floating rate notes due 2020 London and Singapore.
NTPC Limited and USD400m 2.87%. notes due 2020 under
the lead managers on the issue of INR20bn its EUR8bn MTN program.
green masala bonds by NTPC Limited, the first
of its kind and is dual listed on the London and Anglian Water
Singapore Stock Exchanges. The green bond on a credit facility containing
is certified by the Climate Bond Initiative. sustainable standards.
Our experts
Ken Rivlin founded the firm’s U.S. Environmental Law Group, heads the firm’s International Environmental
Law Group, founded the firm’s sanctions practice, and co-heads the firm’s International Trade and
Regulatory Law Group. He and his team handle a broad range of environmental and regulatory issues,
including all types of environmental and toxic tort risk, climate change, economic sanctions, anti-corruption
compliance, and national security/trade compliance.
Ken writes and speaks frequently on environmental and regulatory matters, and is a Lecturer-in-Law at
Columbia University School of Law, where he co-teaches a seminar called “Environmental Concerns in
Ken Rivlin Business Transactions.”
Partner, Global Head of the
Environmental Law Group, “Ken is a constant thinker of how to challenge the “Terrific and very commercial.”
and Global Co-Head of the existing situation and come up with new solutions. The Legal 500 2019
International Trade and
Regulatory Law Group I find him to be highly innovative and willing to go
Tel +1 212 610 6460 after non-traditional solutions to complex risks.”
[email protected] Chambers USA 2019
Matt Townsend is a Partner specialising in a range of ESG compliance and trade-related issues including
environmental risks; climate change; supply chain risk management; carbon trading; corporate reporting
and disclosure; risk governance frameworks; anti-bribery/AML compliance; and international trade matters.
He acts for a range of cross-sector corporates and financial investors on these issues and has, for a number
of years, supported clients in the implementation of their ESG programs. He is also a member of a group
of Allen & Overy Partners advising on Brexit contingency planning.
He is widely recognized as one of Europe’s leading regulatory compliance lawyers.
Matt Townsend
Partner, Head of the Environmental “If I was putting together a dream team, it would have “He is a skilled commercial lawyer and effective
and Regulatory Law Group, him in it.” in negotiations.”
and Global Co-Head of the
Chambers UK 2018 Chambers UK 2019
International Trade and
Regulatory Law Group
Tel +44 20 3088 3174
[email protected]
Suzanne is a partner in the International Arbitration Group and co-head of the firm’s Business and Human
Rights (BHR) Group. She is recognized by Chambers Global as one of the world’s leading lawyers in
BHR. She is an experienced public international lawyer who advises on a wide range of contentious and
non-contentious matters arising under public international law. Suzanne advises clients on risk management,
compliance and corporate governance in relation to the regulation of BHR, and on dispute resolution planning
and prevention. She is a highly-regarded advocate in the resolution of complex, high-value cross-border disputes.
Suzanne is often instructed to advise on highly sensitive issues, such as relationships with host governments
and security forces, human rights grievance mechanisms, human rights due diligence and compliance,
Suzanne Spears dispute resolution with local communities and transnational litigation involving BHR issues.
Partner, Litigation and Arbitration,
Global Co-Head Business and
Human Rights Group
“...recognized for her knowledge of the [Guiding Sources report being “highly impressed” with her
Tel +44 20 3088 2490
[email protected] Principles] and the UK’s Modern Slavery Act” knowledge and long-term commitment
to this area.
Chambers Global Business and Human Rights Law
2018 and 2019
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Tom Lodder is a Managing Director of Allen & Overy’s new consulting and regulatory advisory practice,
based in London, covering EMEA.
Prior to joining A&O Consulting, Tom was Managing Director, Head of Regulatory Policy for the Barclays
Group globally, where he was responsible for leading policy on key strategic regulatory developments in
areas such as Brexit, U.S. Regulatory recalibration, bank structural reform, IFRS9, capital, resolvability,
data privacy, and market infrastructure (including MiFID2 and EMIR). Previous to his London role,
Tom spent over ten years in senior in-house legal roles based in Singapore.
Tom Lodder
EMEA Head
A&O Consulting
Tel +44 20 3088 2061
[email protected]
Tim has significant experience of sustainable finance products, across the bank, bond, private placement
and structured finance markets. He has specific expertise in infrastructure and energy financings in the
renewable energy space, including onshore and offshore wind and PV/solar projects. Tim is an expert
in non-bank financing techniques for infrastructure and energy, including project bonds. For example,
Tim was involved in most of the transactions to close using the EIB’s Project Bond Credit Enhancement
product, as well as on the development of that product and similar products designed to facilitate the use
of non-bank financing in the capital markets. More recently, Tim has been involved in initiatives with
the World Bank and Global Infrastructure Hub to provide guidance on public private partnerships to
Tim Conduit governmental authorities in emerging markets, including on sustainability and climate change-related issues.
Partner, Capital Markets
Tel +44 20 3088 2066
“Tim Conduit receives plaudits… garnering praise from interviewees who note that
[email protected] “he is very good and he really knows his stuff in that area.”
Chambers UK 2018
Greg has experience acting for both lenders and borrowers with work covering a wide range of debt
financing practice areas, including corporate lending, fund finance, trade and commodity finance and
acquisition finance.
Greg is also the head of Allen & Overy’s Social Finance and Impact Investment Group. Greg has been
involved in structuring sustainable and other impact investments for over a decade, acting both for
borrowers and funders in that sector.
Greg is ranked as a leading individual in Trade Finance by Legal 500:
Greg Brown “Stand out on high-end and complex deals.”
Partner, Banking
Legal 500 UK 2014: Finance: Trade Finance
Head of Social Finance and
Impact Investment Group
“Greg Brown is pragmatic, very user-friendly and sensible.”
Tel +44 20 3088 4760
[email protected] Chambers UK
Catherine is a Partner in the banking practice at Allen & Overy. Catherine is a key member of our
global trade, commodities and supply chain finance practice and regularly acts on deals involving
commodities traders and other industry players. She advises UK and global industry bodies on legal
and regulatory issues affecting the trade and commodity finance community and is a regular contributor
to trade finance publications. Catherine regularly speaks at industry events on sustainability in trade
and supply chain finance.
Catherine Lang-Anderson was recently listed in the FT & HERoes 50 Female Future Leaders list 2018.
Catherine Lang-Anderson
Partner, Banking
Tel +44 20 3088 2030
[email protected]
David is a partner in A&O’s banking department and has a wide range of expertise which includes investment
grade and leveraged finance, restructurings and distressed refinancings, trade finance, and acquisition
finance for public and private bids in the UK, U.S., Europe and Australia. He has acted for most major
banks and his corporate relationships include several FTSE-100 and FTSE-250 companies.
Among David’s recent transactions are a sustainable financing for a leading European renewables group.
“‘Looks to get the deal done but never loses sight of his client in the process.’… ‘Someone who manages
to deliver for the banks and the borrowers in the same breath’.”
David Campbell Chambers UK – Banking & Finance 2016
Partner, Banking
Tel +44 20 3088 4758
[email protected]
Melissa has been a Partner at Allen & Overy for ten years, advising on a broad range of financing matters.
Her experience includes acting on a variety of sustainable financing facilities – from those which specify a
purpose which meets the LMA’s Green Loan Principles or include a requirement to hold a minimum level
of sustainable assets, to those where the margin ratchet reflects the borrower’s compliance with defined
sustainability criteria (which frequently require certification of verification by third party experts).
For example, she acted for Stora Enso OYJ on their 2017 ESG Indexed loan for general
corporate purposes.
Melissa Samuel “Melissa Samuel is… tipped for the top and is ‘competent, calm and a delight to deal with on complex,
Partner, Banking high-value deals’.”
Tel +44 20 3088 4361 Chambers UK
[email protected]
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James is a corporate and equity capital markets partner based in the London office. Through his experience
acting on public offerings and corporate transactions by public companies in multiple jurisdictions,
and regularly providing advice to boards, senior executives and members of the investment and advisory
community, he has built a wealth of knowledge and practical experience of corporate governance and an
understanding of the myriad of ESG related issues that organisations face. James is recognized by both
Chambers and Legal 500 as a leading individual for ECM.
“He is absolutely superb. He’s calm and very good at predicting timetables”
James Roe Chambers UK 2020
Felise Cooper is a member of the firm’s International Environmental Law Group and advises U.S. and
multinational clients on environmental issues in business transactions and counsels on compliance
requirements, including compliance with global substance disclosure, control and product
take-back requirements.
Felise has extensive experience advising on environmental risk in transactions, managing due diligence
and coordinating work by technical consultants. Felise also routinely advises leading manufacturers on
requirements for placing products on the market, negotiating with customers, distributors and suppliers,
Felise Cooper mitigating compliance risks, and interacting with government authorities around the world.
Felise also regularly speaks on producer compliance and product stewardship issues at industry events,
Senior Counsel, U.S.
Environmental Law government meetings and client seminars.
Tel +1 646 763 2569 She is listed as an “Up and Coming” environmental lawyer by Chambers USA and as a “Next Generation
[email protected]
Lawyer” by The Legal 500 for Environment: Transactional law.
Maria Christopher Bell is a member of the firm’s International Environmental Law Group and advises U.S.
and multijurisdictional clients on environmental issues in complex business transactions, most recently
assisting a lender in drafting finance and project agreements and structuring a transaction to minimize
Superfund liability in its financing of the first fully privately-funded public project in Virginia. She has
worked on a number of major acquisitions and divestitures for many of our largest clients, including GE.
Maria also specializes in advising on the impacts of carbon trading and climate change legislation. She has
considerable experience in permitting and compliance issues, having assisted a large corporate client with
Maria Christopher Bell managing practical issues associated with sensitive permits and licenses. Recently, Maria has focused on
renewable energy projects, advising on emission credits and climate change and the NEPA process,
Senior Counsel, U.S.
Environmental Law including advising a project developer on a potential wind project in Mexico and the U.S. Department
Tel +1 212 756 1100 of Energy on a number of solar power projects.
[email protected]
Gauthier heads the Belgian Environmental and Regulatory Law Group and co-chairs the Global REACH
team. He specialises in producer responsibility, waste and environmental liability issues. He has extensive
litigation experience in all areas of environmental law, including planning and zoning issues. He has
published various articles on these matters. Gauthier has extensive expertise in auditing and drafting
environmental agreements, directing due diligence and advising on structuring M&A, banking,
capital markets and real estate transactions. Who’s Who Legal rates Gauthier among “the experts”
in his field, he has been characterized as being a “strong advocate”.
Romaric heads the Public and Environmental Law department. He advises investors and lenders on all
environmental aspects of transactions (audit and risks, operating permits, polluted sites, transfer of
environmental liabilities) and of major infrastructure projects (LNG gas terminal, CCGT power plants,
renewables). He also advises industrials on compliance issues and represents his clients in legal proceedings
before administrative courts.
Romaric is ranked as “Lawyer of the Year 2020” by “Best Lawyers” in Regulatory and is a recognized
practitioner since 2014 in Administrative law, Energy, Public Finance, Public law and Telecommunication.
Romaric Lazerges
Partner, France
Public Law
Tel +33140065344
[email protected]
Luca has significant experience advising domestic and international companies and financial institutions
on administrative, environmental, real estate and energy law matters. This includes managing public
procurement aspects and possible litigation issues arising therefrom as well as dealing with the relevant
public administration authorities in the context of complex deals across various industry sectors,
including real estate, energy, waste management, industrial and manufacturing and life sciences.
Luca was awarded “Emerging Lawyer of the Year 2018” at the Italian TopLegal Awards.
Luca Amicarelli
Counsel, Milan
Public Law
Tel +39 02 2904 9556
[email protected]
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Olaf is head of A&O’s public law group in Germany. Before joining A&O, he headed the public law team
in a leading German practice. Olaf has extensive expertise advising on public and environmental law issues
in transactions and financings, and advises clients in the utilities and waste management industries in
particular in licensing procedures for industrial facilities, infrastructure and energy projects (including renewable
energy) and also often in public procurement law. Olaf is a certified specialist in administrative law
(Fachanwalt für Verwaltungsrecht) and a member of the Administrative Law Committee of the German Bar
Association. He is also a member of the German Association for Environmental Law (Gesellschaft für
Umweltrecht – GfU) and chairman of the Public Procurement Committee of the German Bar Association
Olaf Otting (DeutscherAnwaltVerein).
Partner, Germany
Public Law
Tel +49 69 2648 5466
[email protected]
Goran is an energy and resources and projects specialist. He advises across all aspects of the ‘pit to port’
spectrum within the mining and petroleum sectors including on project acquisition, joint ventures, project
development and infrastructure construction, operations and services arrangements and offtake. He has
been involved with some of Australia’s largest mining and LNG projects and brings significant experience
in resources projects globally, including with amongst the world’s first FLNG developments.
Additionally, Goran advises on regulatory aspects of energy and resources projects in Australia, including in
respect of environmental approvals and compliance. He brings considerable expertise in environmental and
Goran Galic social compliance, including in the application of IFC Performance Standards and Equation Principles,
in the context of significant LNG and mining projects in non-OECD jurisdictions.
Partner, Australia
Natural Resources Law Goran is sought for his deep sector expertise and solutions focussed approach. He was named in
Tel +618 6315 5946 “Best Lawyers” for “Natural Resources Law” in 2018 and 2019 and is recognised in ‘Energy and
[email protected]
Natural Resources’ by the Legal 500 2019.
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Allen & Overy is an international legal practice with approximately 5,500 people, including some 550 partners, working in over 40 offices worldwide.
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The term partner is used to refer to a member of Allen & Overy LLP or an employee or consultant with equivalent standing and qualifications. A list
of the members of Allen & Overy LLP and of the non-members who are designated as partners is open to inspection at our registered office at
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