Environmental Warranties for Carbon Emissions: New Regulations and Developing Legal Trends

Mitigating Environmental Liabilities and Risks in Business Transactions

Recording of a 90-minute CLE webinar with Q&A

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Conducted on Thursday, April 8, 2010

Recorded event now available

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Course Materials

This CLE course will provide practical tips for legal counsel to businesses planning environmental due diligence in assets and share acquisitions. The panel will offer guidance for counsel dealing with environmental warranties and other risk protection measures.


Greenhouse gases (GHG) regulations are top of mind issues for businesses across the U.S. and throughout the world. Aggressive U.S. EPA and state regulators are creating “facts on the ground” even as federal legislation and international treaties stall.

Companies that emit GHG, as well as their counsel, must understand the evolving legal environment and be prepared to make appropriate SEC disclosures and negotiate the environmental representation and warranties necessary to control risk under such regimes.

Listen as our panel of environmental attorneys outlines the applicable regulatory regimes, discusses of the questions and issues to address with practical advice when undertaking environmental due diligence, whether incident to SEC disclosures or as part of a merger or acquisitions.



  1. Legal framework
    1. Federal law
      1. Clean Air Act
      2. EPA regulations
      3. SEC regulations
      4. Other agency requirements
    2. State law
  2. Scope of due diligence of corporate risk
    1. Types of risk
    2. Company climate change review
    3. Evaluation of risk and opportunities presented by climate change issues
    4. Develop plan to manage risk
    5. Insurance and other forms of liability risk transfer
  3. Best practices for disclosures, warranties and other risk protection measures
    1. What disclosures are required
    2. Warranties are essential, regardless of the jurisdictions involved
    3. Time limits and financial caps
    4. Ring-fencing/boxing of warranties
    5. What types of risk are usually covered
    6. Triggers for bringing claims and conduct of claims


The panel will review these and other key questions:

  • What environmental due diligence efforts are necessary to reduce corporate risk in a global business environment focused on reducing GHG emissions?
  • What steps should companies and counsel take to develop plans to manage risk?
  • What environmental warranties must be obtained, regardless of the jurisdictions involved?


Reed D. Rubinstein
Reed D. Rubinstein
Greenberg Traurig

He concentrates on environmental and administrative law and handles matters involving development, implementation, and...  |  Read More

Troy S. Brown
Troy S. Brown

Morgan Lewis & Bockius

He focuses on litigation concerning mergers and acquisitions, with an emphasis on post-acquisition indemnity disputes...  |  Read More

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