Indigenous/ Local Knowledge in Board Director Appointments
Jedda's Clause
Jedda’s Clause is a comprehensive toolkit for appointing Indigenous Peoples as a director of a company.
Climate clauses:
Corporate
Sustainable Soil Management Obligations
Soren's Clause
A set of sustainable soil management obligations allowing businesses to manage their reliance on soil, its functions and related ecosystem services.
Environmental Targets for a Limited Partnership Agreement
Stella & Flora's Clause
Amendments and additions to the ILPA standard form Limited Partnership Agreement allowing ESG issues to be investigated, raised and incorporated in investment and pricing decisions.
Renewable Energy Requirements in Supply Contracts
Viola's Clause
A precedent clause for a supply agreement requiring the supplier/ contractor to procure energy from renewable sources.
Transparent Sourcing of Greener, Fairer Renewable Energy
Ayshe's Clause
A clause obliging stakeholders in renewable energy technology supply chains to lower their carbon emissions, minimise their environmental impact and safeguard against modern slavery.
Green Shareholders’ Agreement (Short Form for SMEs)
Ava's Clause
Amendments to a standard early stage shareholders’ agreement for SMEs that enable investors to hold an SME to account on climate change issues and align all parties’ interests with achieving net zero.
Green Company Articles
Ragnar's Clause
An underlying framework of green obligations, which target a company’s decision making, internal investments and reporting in addressing material environmental issues for the company.
Net Zero Within Company Whistleblowing Policies
Sasha's Clause
Guidelines to incorporate wider environmental protections into companies’ whistleblowing regimes in line with their adopted policies on net zero.
Paris Aligned Company Articles
Pasfield's Clause
A net zero focused variation of Arlo’s Clause (ESG Aligned Company Articles) to include in a company’s articles of association, drafted by reference to TCLP’s net zero resources.
Stakeholder Company Climate Questionnaire
Javier's Clause
A set of questions that explore the climate position and net zero ambition of an organisation, specifically companies.
Template Board Paper for Significant Contracts/ Transactions
Griff's Clause
Template drafting for board papers with detailed prompts for consideration of the climate impacts of a significant contract/ transaction and the associated climate risks to the business.
Climate Policy Footprint
Emilio's Checklist
A checklist that requests one off or repeated disclosure of a company’s climate-related lobbying, financing, sponsoring and climate leadership activities.
Shareholder Resolutions Relating to a Company’s Climate Change Commitments
Elsie's Resolutions
A template shareholder resolution that sets out obligations relating to a company's climate change commitments.
Board Paper Implementing Net Zero for SMEs
Lila's Clause
A board paper for building net zero objectives and targets into corporate strategy and for ongoing monitoring and evaluation of a company’s progress against its net zero targets.
Target Product Carbon Footprint (Schedule for Consumer Goods Contracts)
Ming's Clause
A Target Product Carbon Footprint budget (which reduces over time) for each product manufactured and supplied pursuant to the contract.
Environmental, Social and Governance (ESG) Based Performance Conditions for Employee Incentive Awards
Scarlett's Performance Conditions
Sample performance conditions that provide for part of a share-based incentive award to vest dependent upon the meeting of ESG targets (specifically climate targets).
Net Zero Completion Adjustment Clause
Felix's Clause
A net zero/ carbon budget adjustment clause included as part of a completion accounts mechanism to provide “Carbon Certainty”.
Green Transaction Execution Protocols
Evan's Protocols
Green execution protocols which parties can adopt at the start of a transaction to minimise the carbon footprint of deal execution.
Capital Markets ESG Due Diligence Questionnaire
Gordon's DDQ
A capital markets focused due diligence questionnaire (DDQ) requiring the company to provide information regarding its impact on and considerations of climate change issues for the present and future.
Climate Standard Transaction Terms
Callum & Theo's Clause
Model climate terms and conditions that an impact investor financing private sector infrastructure in developing countries can incorporate into its standard documents.
SPA/ Investment Agreement: Disclosure of Climate Change Plans
Zack's Clause
Including pro-active disclosure requirements in M&A or investment transactions brings climate targets and aims to the forefront of the minds of management of the target and the buyer/ investors.
Green Acquisition Obligations
Sienna's Clause
A share purchase/ asset purchase agreement clause requiring the purchaser to maintain/ improve the target company's green credentials post acquisition, linked to payment from escrow if successful.
Supply Chain Emissions Scorecard
Maria's Scorecard
A pro forma scorecard to be incorporated into commercial agreements as a schedule, allowing supply chain sustainability to be viewed through the lens of risk to business continuity.
Insurance Premium Adjustment for D&O Climate-related Financial Disclosures
Archie's Clause
This clause incentivises companies to mitigate climate risk through a reduction in insurance premiums for policyholders who meet agreed disclosure standards regarding climate-related financial risks.
Net Zero Culture Employment Handbook
Elliot's Handbook
Net Zero and sustainability clauses into employment handbooks so that these issues permeate all levels of the employment relationship and encourage development of a Net Zero Culture in the company.
Management Equity Ratchet Terms
Bella's Clause
A template clause for inclusion in investment documents to financially incentivise management teams to meet targets which are linked to climate change and environmental issues.
Net Zero Convertible Loan Note
Nozomi's Clause
Makes the qualifying criteria for receiving finance conditional on setting a net zero target and reflects this obligation in a convertible loan note instrument that incentivises net zero performance.
Climate Change Due Diligence Questionnaire
Lola & Harry's DDQ
A due diligence questionnaire which asks the target company to provide information regarding a wide range of climate change-related issues going far beyond the standard compliance-focused questions.
Green Shareholders’ Agreement
Lauren's Clause
Amendments to a standard early stage shareholders’ agreement which allow investors to hold the company to account on climate issues and oblige all shareholders to support Net Zero.
Climate Purposed NDA Terms (Confidentiality Agreement)
Kaia's Clause
Additional provisions for standard non-disclosure/ confidentiality agreements (NDAs) to ensure climate change and environmental issues are discussed at the outset of new commercial relationships.
Climate Change Clauses for Heads of Terms
Hanley's Clause
A dedicated section in heads of terms precedents so that climate change issues become a key issue for any deal team. This will be particularly relevant where parties have public net zero targets.
Green Investment Obligations
Frank's Clause
Amendments to standard non-leveraged investment documents to focus the founders and investee company on climate change and environmental issues with their products, services, and operations.
ESG Aligned Company Articles
Arlo's Clause
A clause that builds ESG considerations into a company’s articles of association.
Climate Purchase Agreement and Underwriting Sponsor Warranties
Dottie's Clause
Extension of director and major shareholder warranties and issuer/director undertakings in underwriting, sponsor and similar agreements in respect of environmental position and climate risk.
Board Minutes: Consideration of Climate Change Factors
Darcy's Board Minutes
Introducing specific drafting into board minutes to encourage directors to consider their net zero targets and/ or carbon footprint and climate change risks as a routine part of their decision-making.
Environmental Business Charter
Chloe's Clause
The Environmental Business Charter – a “soft touch” introduction to how environmental concerns can be integrated into the corporate and legal services environment.
Green Supplier Agreement Terms
Zoë & Bea’s Clause
Green procurement clauses and a checklist to make a standard supplier agreement focus on emissions across a value chain.