ESG & Impact
Related ProfessionalsOverview
Kirkland’s ESG & Impact Practice Group provides clients with sophisticated, multidisciplinary advice and state-of-the-art market intelligence as they navigate the opportunities, compliance obligations and legal risks related to ESG and impact investing across the investment and operational life cycles. By integrating ESG counseling into all aspects of our best-in-class transactional and litigation practices, Kirkland helps sponsors, investors, lenders and companies develop and implement ESG policies and strategies tailored to their unique circumstances and goals, while complying with regulatory and contractual obligations, in order to enhance relationships with key stakeholders, generate long-term value and achieve their business objectives.
Capabilities
Solutions for Private Equity
Private Equity, Private Companies and Family Offices
ESG Commitments & Industry Framework Advice
- Navigating the various evolving industry guidelines, initiatives, methodologies and measurement tools relating to ESG, climate risk and impact, including the UN Sustainable Development Goals (UN SDGs), UN Principles for Responsible Investment (UN PRI), UN Global Compact, Sustainable Accounting Standards Board (SASB), Global Reporting Initiative (GRI) and Task Force for Climate-related Financial Disclosures (TCFD)
Investment Strategy
- Counseling on market trends related to development and implementation of ESG policies and structuring, forming and raising capital for ESG- and impact-focused investment funds
Conflicts Considerations
- Navigating potential conflicts and investment allocation considerations between ESG funds and other product lines
Investor Negotiations & Relations
- Negotiating ESG, impact, climate and other sustainable investment provisions in key documents, such as LPAs, PPMs and side letters, and assisting with ongoing compliance
Governance and Oversight
- Developing ESG and climate policies and procedures and advising on operational implementation, including ESG committee charters and appropriate recordkeeping
Regulatory Counseling & Advocacy
- Counseling on legal and regulatory developments that may affect fund investment strategies, such as SEC oversight related to ESG, DOL and state rules on pension plans considering ESG investments, the EU Taxonomy, tax credit opportunities and other ESG government regulations and incentives
- Advising on “soft regulation” and other investor-led and self-regulatory ESG and climate initiatives
- Representing clients in connection with pending or anticipated changes in ESG regulation, including preparing rulemaking comments or pursuing appeals
Disclosures
- Advising on mandatory and voluntary disclosures to investors and other key stakeholders in investor decks, private offering memorandums, annual reports, promotional materials and other communications
Due Diligence
- Integrating ESG due diligence into legal due diligence in acquisitions consistent with commitments to investors
- Overseeing technical consultants to identify and assess material risks
Portfolio Monitoring
- Preparing tailored portfolio company questionnaires
- Advising on third-party tools for ongoing monitoring of investments and any key performance indicators
Portfolio Financing
- Negotiating ESG lender requirements and advising on sustainability-linked or green loans to facilitate more favorable financing for portfolio companies
Risk Mitigation
- Mitigating material ESG risks in portfolio companies where possible through insurance, indemnities, crisis preparedness and appropriate policies and training
Sale Preparation
- Maximizing sale opportunities by accurately reflecting ESG strengths and opportunities of a portfolio company and tailoring the exit strategy to ESG sensitivities of likely buyers, while preparing to address material ESG risks
Solutions for Public Companies
Capital Markets, Corporate Governance & Shareholder Activism
ESG Scorecards
- Analyzing and identifying ways to improve a company’s performance on various ESG scorecards while mitigating legal and compliance risk
Disclosures
- Evaluating and preparing mandatory and voluntary disclosures to investors and other key stakeholders in IPOs, proxy statements, annual reports, sustainability reports and other communications
Regulatory Counseling
- Advising on regulatory developments related to ESG and climate risk (e.g., board diversity requirements, DOL and state rules on pension plans considering ESG investments and cybersecurity and data privacy regulations), including “soft regulation” and other investor-led and self-regulatory ESG initiatives
Investor Engagement
- Understanding evolving investor preferences and voting guidelines on ESG matters, including issues regarding climate change and board diversity, and advising on any related legal and compliance risks
ESG Coalitions and Industry Frameworks
- Navigating the various evolving industry guidelines, initiatives, methodologies and measurement tools relating to ESG and climate risk, including the UN Sustainable Development Goals (UN SDGs), UN Global Compact, Sustainable Accounting Standards Board (SASB), Global Reporting Initiative (GRI) and Task Force for Climate-related Financial Disclosures (TCFD)
Activism Defense
- Taking steps to reduce the risk that ESG topics will be used as wedge issues in activist campaigns
Governance
- Developing tailored ESG and climate policies and procedures and advising on operational implementation, including board committee charters and other governance and oversight mechanisms and appropriate recordkeeping
Advocacy
- Representing clients in connection with pending or anticipated changes in ESG regulation, including preparing rulemaking comments or pursuing appeals
M&A Due Diligence
- Integrating ESG due diligence into legal due diligence in acquisitions and/or overseeing technical consultants to assess material risks
Financing
- Negotiating ESG lender requirements and advising on sustainability-linked loans or green bonds to obtain more favorable financing terms
Government Incentives
- Developing strategies to maximize value from government incentives (e.g., tax credit opportunities relating to carbon capture)
Risk Mitigation
- Mitigating material ESG risks where possible through insurance, indemnities, crisis preparedness and appropriate policies and training
Sale Preparation
- Maximizing sale opportunities by accurately reflecting ESG strengths and opportunities and tailoring the exit strategy to ESG sensitivities of likely buyers, while preparing to address material ESG risks