Sustainability

Corporate Solutions

Kirkland counsels public and private companies across a wide range of industries on all aspects of sustainability in order to comply with regulation, mitigate risk, enhance relationships with key stakeholders and generate long-term value.

Capabilities include:

• Sustainability goals and commitments
• Reporting frameworks and disclosures (e.g., TCFD, CDP, ISSB/SASB, GRI), including related anti-“greenwashing” considerations
• Regulatory compliance and advocacy (e.g., California Climate Laws, Modern Slavery and Forced Labor Laws, CSRD, CSDDD, UK TCFD)
• Sustainability-related shareholder proposals and activism defense
• Governance and oversight
• M&A due diligence
• Contract negotiations
• Financing (including sustainable and sustainability-linked bonds/loans)
• Government incentives
• Risk assessment, mitigation and crisis response (including with respect to ESG industry coalitions and commitments)
• Sale and IPO preparation

Investment Funds Solutions

Kirkland serves as sustainability counsel to a range of fund sponsors, from middle market to some of the most sophisticated, publicly listed firms. We cover the entire fund life-cycle, from fund strategy and fundraising, to integration in acquisitions, ownership and exit. Our experience ranges across diverse asset classes, including private equity, impact, infrastructure, real estate, credit, venture and hedge strategies. At each stage, we keep an eye on the firm-level commitments and program, and leverage our experience and market intelligence to help our clients create value and mitigate risk for their investors.

Capabilities include:

• Sustainability commitments and industry frameworks
• Development of sustainability investment strategy
• Conflicts considerations
• Investor negotiations and relations
• Regulatory compliance and advocacy (e.g., California Climate Laws, Modern Slavery Laws, “Anti-ESG” state laws, SFDR, EU Taxonomy, UK SDR)
• Governance and oversight
• Voluntary and LP reporting (e.g., PRI, GRESB, TCFD), including related anti-“greenwashing” considerations
• M&A due diligence
• Contract negotiations
• Portfolio monitoring, risk assessment, engagement and training
• Portfolio & fund-level financing (including sustainable and sustainability-linked loans)
• Sale and IPO preparation

Impact Investing

Kirkland’s Sustainability Practice Group has advised on tens of billions of dollars’ worth of investments in sustainability-aligned opportunities, such as energy transition and climate solutions, as well as critical social needs, such as education and healthcare. The team navigates ever-changing regulatory regimes, industry frameworks and stakeholder demands at the same time that it develops first-of-their-kind legal tools to support clients at the cutting edge of impact investing.

Capabilities include:

• Impact strategy and frameworks / principles (e.g., SDGs, OPIM)
• Impact measurement and management systems (e.g., GIIN IRIS+)
• Impact-linked carry and other incentives
• Governance and oversight
• Regulatory compliance (e.g., SFDR, EU Taxonomy)
• Voluntary and LP reporting
• M&A due diligence
• Contract negotiations and impact clauses
• Portfolio monitoring, engagement and training
• Portfolio and fund-level financing (including sustainable and sustainability-linked loans)
• Sale and IPO preparation
• Alternative corporate forms and certifications (e.g., Public Benefit Corporations, B Corp Certification)

Litigation & Enforcement

Kirkland’s Sustainability Practice Group prides itself on providing practical advice to clients on how to reduce litigation and enforcement exposure. When litigation and enforcement matters do arise, our team partners with Kirkland’s renowned Litigation and Government, Regulatory & Internal Investigations practice groups to resolve those matters efficiently and effectively.

Capabilities include:

• Securities enforcement and litigation (e.g., shareholder derivative suits)
• Examinations and audit preparedness
• Contractual disputes
• Greenwashing and other false advertising / consumer protection claims
• “Anti-ESG” inquiries, subpoenas, and investigations/demands by state legislative and federal congressional bodies and state attorney generals and financial officers
• Antitrust and competition claims related to industry coalitions and commitments
• Internal investigations and audits (e.g., human rights, anti-bribery and anti-corruption)
• Fiduciary duty claims
• Discrimination claims and lawsuits
• Climate change litigation
• Artificial intelligence and other technology impacts-related litigation and inquiries

Climate Change

Kirkland’s Sustainability Practice Group leverages the Firm’s multidisciplinary strengths, including its highly-ranked infrastructure finance and M&A, environmental, and energy regulatory practices, to provide comprehensive counseling to clients on climate change and the corresponding market, regulatory, and litigation risks and opportunities. We partner with sponsors, investors, lenders, and companies to address the risks and opportunities of climate change, the net-zero transition and related socioeconomic transformations.

Capabilities include:

• Climate commitments and related standards (e.g., SBTi)
• Transition planning
• Investment strategy and investor engagement (including climate-related shareholder proposals and activism defense)
• Climate disclosures (e.g., TCFD, CDP, ISSB S2) and related “anti-greenwashing” considerations
• Regulatory compliance and advocacy (e.g., California Climate Laws, UK TCFD, CSRD)
• Governance and oversight
• Financing (including green and sustainability-linked bonds/loans, carbon finance)
• Carbon markets and offsets
• Technical consultants and software platforms
• M&A due diligence (physical and transition risk)
• Contract negotiations
• Climate change litigation

Business & Human Rights

Kirkland works with clients to develop business and human rights strategies tailored to their unique circumstances, goals and risk profiles. A unique feature of our business and human rights practice is its integration into the Firm’s market-leading transactional practice. We work with clients to define leadership and best practices outside the context of disputes, in addition to representing clients in disputes when the need arises.

Capabilities include:

• International frameworks and guidance (e.g., various treaties, UNGC, UNGPs, OECD guidelines)
• Regulatory compliance and advocacy (e.g., Modern slavery laws, Canada Fighting Against Forced Labour and Child Labour in Supply Chains Act, California Transparency in Supply Chains Act, UFLPA, CSDDD, EU Forced Labour Regulation)
• Investor engagement and frameworks (e.g., Responsible Workforce Principles)
• Governance and oversight
• M&A due diligence
• Project finance and development (e.g., codes of conduct, E&S assessments)
• Compliance programs and risk mitigation (including via contract negotiations)
• Risk assessments
• Crisis response and reputation management
• Dispute resolution (e.g., OECD NCPs, National Human Rights Commissions, UN Special Procedures and Rapporteurs, civil/criminal court cases)

Social Enterprise & Alternative Corporate Forms

Kirkland’s Sustainability Practice Group provides a wide range of advice and services for our asset manager and corporate clients on issues and opportunities related to alternative corporate forms and private certifications. Our team supports Kirkland’s clients during M&A to identify and manage transaction considerations related to diverse and mission-oriented corporate structures and certifications. We also advise sponsors and strategics on corporate governance related to applying for and maintaining these corporate structures and certifications.

Capabilities include:

• Transaction considerations during M&A, including key considerations for diligence, contractual representations, structuring, governance and notification and disclosure requirements
• Corporate governance for mission-oriented alternative corporate forms (e.g., public benefit corporations, public benefit limit liability companies)
• Considerations relevant to diverse-owned business certifications (e.g., National Minority Development Council minority business enterprises (MBE) and minority controlled companies (MCC) and Women’s Business Enterprise National Council (WBENC) certified businesses)
• Advice related to B Lab certified B Corps, including on the B Lab “legal requirement” and related governance considerations