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ESG – Environmental, social and governance

Environmental, social and governance (ESG) criteria are at the forefront of corporate strategies, due to investor, customer and regulator expectations. The topic has been gaining momentum and is expected to accelerate in the coming years.

ESG is broadening its scope of influence to cover all economic and policy sectors now. From energy, finance and urban planning to tax – these are just a few of the areas that are being impacted.

We advise clients – from multinationals to start ups – in all sectors and areas of ESG-related law, including future mobility, climate change strategies (decarbonisation, renewables, energy efficiency), ESG due diligence and risk assessments, corporate digital responsibility, sustainable supply chains, whistleblowing, waste management, ESG funds and green infrastructure and real estate finance.

At CMS, our approach is integrated and multidisciplinary – this enables us to anticipate and understand the issues in the rapidly evolving ESG landscape which in turn allows us to develop innovative solutions for and with our clients.

With their in-depth expertise in these areas, our teams of lawyers around the world identify risks and threats while seizing opportunities arising from the increasing focus on ESG for our clients.

Our aim is to help our clients successfully meet the demands of climate change, technological disruption, urbanisation and social concerns.

CMS has extensive experience in supporting international investment projects for renewables in Russia.

Our firm provides a full range of legal and tax services to the Russian renewable energy market, including:

  • comprehensive advice on project structuring and Russian market entry, including localisation issues;
  • joint venture and other corporate assistance;
  • legal support in cooperation with state authorities;
  • tax optimisation and other tax related advice;
  • drafting and negotiating investment agreements, delivery, installation and service agreements for generating equipment, construction agreements and EPC contracts;
  • comprehensive legal support throughout project implementation.

Wind power in Russia

CMS Russia is a member of the Russian Association of Wind Power Industry (RAWI), an independent organisation uniting all the major market players and cultivating the wind energy market. 

We have extensive expertise in providing legal advice to wind power industry. For example, we have advised Vestas, a leading global manufacturer of wind turbines, on cooperation with Rusnano and Fortum in implementing a construction project for Russia’s largest wind park in the Ulyanovsk Region.

Hydrogen in Russia

Russia is witnessing a growing interest at governmental and industry sector levels in the development of the hydrogen industry. In October 2020, Russia adopted and published the Plan of Action “Development of Hydrogen Energy in the Russian Federation to 2024”, which has become the first official document on the development of hydrogen energy in the country.

CMS has a dedicated team of lawyers advising on the emerging regulation in the hydrogen industry. Please see below our recent contributions to the development of the hydrogen industry and regulation in Russia.

Waste management in Russia

Since 2019, Russia has been implementing a “waste reform” programme to radically change its municipal waste management system across the country. Many of the scheduled preparation and organisational arrangements have already been implemented or are in the pipeline. CMS Russia experts are monitoring the reform and reporting on the challenges and opportunities of this reform for investors.  Please see our latest articles below.
 


Please contact any of our ESG lawyers to explore solutions to your needs.

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Clean Energy, Environment & Climate Change
With more than 450 lawyers in 75 offices across the globe, our Energy & Climate Change Group is one of the largest of its kind.It was founded on groun
Governance, Risk & Compliance - GRC International
Companies across all sectors and of all sizes are facing increasing pressure from investors, customers and regulators to comply with environmental, so
Social / Human rights
Environmental, social, and governance (ESG) strategies often concentrate more on environmental issues. However, social factors are increasingly import
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Environmental, social and governance (ESG) considerations are integral parts of sustainable economic development and play an increasingly important ro

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08/04/2022
Bill in­tro­duced in Rus­si­an State Duma al­low­ing sus­pen­sion and ter­min­a­tion...
On 22 March 2022, Pavel Krashe­n­in­nikov, Head of the State-build­ing and Le­gis­la­tion Com­mit­tee of the Rus­si­an State Duma, sub­mit­ted a bill*, which makes it pos­sible to ter­min­ate and sus­pend ob­lig­a­tions due to sanc­tions im­posed on Rus­sia. The bill also es­tab­lishes the pos­sib­il­ity for parties to be re­leased from li­ab­il­ity for breach of con­tract.The fol­low­ing de­scribes this le­gis­lat­ive ini­ti­at­ive in more de­tail:Ter­min­a­tion of ob­lig­a­tion­sAc­cord­ing to the bill, an ob­lig­a­tion is ter­min­ated in full or in part if its per­form­ance “ob­ject­ively be­comes defin­it­ively im­possible” “in the con­text of ‘un­friendly’ ac­tions of for­eign states and in­ter­na­tion­al or­gan­isa­tions as­so­ci­ated with the im­pos­i­tion of re­strict­ive meas­ures” against Rus­si­an in­di­vidu­als and com­pan­ies (i.e. for­eign sanc­tions).Ex­emp­tion of li­ab­il­ity for breach of ob­lig­a­tion­sThe bill provides an ex­emp­tion from li­ab­il­ity for a breach of ob­lig­a­tion for a per­son who proves that prop­er per­form­ance has “ob­ject­ively proved to be tem­por­ar­ily im­possible” in the con­text of for­eign sanc­tions. In this case, the ob­lig­a­tions se­cur­ing the de­faul­ted trans­ac­tion are also un­en­force­able un­less the parties agree oth­er­wise after the bill comes in­to force.Ter­min­a­tion of con­tractThe bill in­tro­duces the right to uni­lat­er­ally ter­min­ate a con­tract if the oth­er party to the con­tract has not per­formed, or per­formed im­prop­erly, its ob­lig­a­tion be­cause such per­form­ance is tem­por­ar­ily im­possible in the con­text of sanc­tions. The party au­thor­ised to do so must give a ter­min­a­tion no­tice to the oth­er party with­in a reas­on­able time. The col­lat­er­al se­cur­ing the ob­lig­a­tions of the parties, which shall sur­vive the uni­lat­er­al ter­min­a­tion of the con­tract or are con­nec­ted with the ter­min­a­tion, shall con­tin­ue to ex­ist, un­less oth­er­wise provided for by law or the con­tract.Se­cur­ity de­positThe bill sub­stan­tially mod­i­fies the treat­ment of se­cur­ity pay­ments.  Un­der this draft law, after 23 Feb­ru­ary 2022, the parties may enter in­to an agree­ment for a se­cur­ity pay­ment to se­cure oth­er ob­lig­a­tions. The pay­ment could con­sist of the de­pos­it of shares, bonds, oth­er se­cur­it­ies or gen­er­ic items.Re­pay­ment by Rus­si­an joint-stock com­pan­ies of loans is­sued by their for­eign con­trolling per­son­sThe bill en­titles Rus­si­an joint-stock com­pan­ies, in­stead of re­pay­ing a loan to lenders who are for­eign con­trolling per­sons of such com­pan­ies, to place ad­di­tion­al shares of a cer­tain cat­egory or type in fa­vour of such lenders. At the same time, joint-stock com­pan­ies are al­lowed to is­sue pref­er­en­tial shares whose nom­in­al value may ex­ceed 25% of the share cap­it­al.The bill does not re­quire proof of a caus­al link between the im­pos­i­tion of sanc­tions and the de­cision to place ad­di­tion­al shares in fa­vour of a lender in­stead of re­pay­ing the loan and pay­ing in­terest on it.Pro­tec­tion not for al­lAc­cord­ing to the bill, the above sup­port meas­ures do not ap­ply to per­sons who “con­trib­uted to the ‘un­friendly’ ac­tions of for­eign states and in­ter­na­tion­al or­gan­isa­tions re­lated to the im­pos­i­tion of re­strict­ive meas­ures” against Rus­si­an in­di­vidu­als and or­gan­isa­tions. The bill does not cla­ri­fy ex­actly what is meant by “con­trib­ut­ing”.Let­ter from the Cham­ber of Com­merce and In­dustry of the Rus­si­an Fed­er­a­tion­In con­nec­tion with the bill, the Cham­ber of Com­merce and In­dustry of the Rus­si­an Fed­er­a­tion has sus­pen­ded its re­view of ap­plic­a­tions for the is­su­ance of find­ings of force ma­jeure un­der con­tracts that were con­cluded with­in the frame­work of do­mest­ic eco­nom­ic activ­ity in con­nec­tion with sanc­tions on for­eign com­pon­ents and equip­ment (Let­ter No. PR/0181* of the Cham­ber of Com­merce and In­dustry of the Rus­si­an Fed­er­a­tion dated 22 March 2022).* In Rus­si­an
14/03/2022
The Mo­scow of­fice of CMS to con­tin­ue as an in­de­pend­ent law firm
Dear FriendsWe have been through a lot dur­ing 30 years in Rus­sia. Now a dif­fi­cult de­cision has been taken by CMS to leave the Rus­si­an mar­ket. We are grate­ful to our in­ter­na­tion­al col­leagues for their...
28/01/2022
Leg­al de­vel­op­ments that may af­fect your busi­ness in 2022
CMS Rus­sia ex­perts have pre­pared their an­nu­al se­lec­tion of the most sig­ni­fic­ant leg­al de­vel­op­ments that may af­fect your busi­ness in Rus­sia in 2022.
10/01/2022
CMS Next
What’s next? In a world of ever-ac­cel­er­at­ing change, stay­ing ahead of the curve and know­ing what’s next for your busi­ness or sec­tor is es­sen­tial.At CMS, we see ourselves not only as your leg­al ad­visers but also as your busi­ness part­ners. We work to­geth­er with you to not only re­solve cur­rent is­sues but to an­ti­cip­ate fu­ture chal­lenges and in­nov­ate to meet them.With our latest pub­lic­a­tion, CMS Next, our ex­perts will reg­u­larly of­fer you in­sights in­to and fresh per­spect­ives on a range of is­sues that busi­nesses have to deal with – from ESG agen­das to re­struc­tur­ing after the pan­dem­ic or fa­cing the di­git­al trans­form­a­tion. We will also share with you more about the work that we are do­ing for our cli­ents, help­ing them in­nov­ate, grow and mit­ig­ate risk.To be able to provide you with the best sup­port, we im­merse ourselves in your world to un­der­stand your leg­al needs and chal­lenges. However, it is equally im­port­ant that you know who we are and how we can work with you. So, we in­vite you to meet our ex­perts and catch a glimpse of what is hap­pen­ing in­side CMS.En­joy read­ing this pub­lic­a­tion, which we will up­date reg­u­larly with new con­tent.CMS Ex­ec­ut­ive Team
03/11/2021
CMS Rus­sia at the con­fer­ence ded­ic­ated to ESG in Rus­sia and France
On Oc­to­ber 26, 2021 the Franco-Rus­si­an Cham­ber of Com­merce and In­dustry (CCI France Russie), Nor­nick­el and the Na­tion­al Coun­cil on Cor­por­ate Gov­ernance with the sup­port of the French Em­bassy in Rus­sia held an ESG con­fer­ence. French and Rus­si­an reg­u­lat­ors, fin­an­cial in­sti­tu­tions and in­dus­tri­al cor­por­a­tions dis­cussed the pro­spects and chal­lenges of the new ESG real­ity. The event brought to­geth­er ex­perts from high-pro­file com­pan­ies and or­gan­isa­tions in­clud­ing France Dip­lo­matie, the Bank of Rus­sia, VEB.RF, Mo­scow Ex­change, Ros­bank, Gazprom­bank, Boiron, Schneider Elec­tric, La­farge­Holcim, Saint-Gobain, etc.Olga Odint­sova, Coun­sel and Head of New Busi­nesses and Product De­vel­op­ment at CMS Rus­sia, mod­er­ated a ses­sion on en­vir­on­ment­al re­spons­ib­il­ity and busi­ness ef­fi­ciency and a ses­sion on ESG rank­ings in Rus­sia and France.The En­vir­on­ment­al, So­cial & Cor­por­ate Gov­ernance agenda has firmly rooted in the glob­al eco­nomy to elim­in­ate in­equal­ity and en­sure ef­fi­cient use of nat­ur­al re­sources. Green com­pan­ies that com­ply with ESG cri­ter­ia get easi­er ac­cess to in­ter­na­tion­al in­vest­ments, while busi­nesses not com­mit­ted to ESG prin­ciples are find­ing it in­creas­ingly dif­fi­cult to get ac­cess to such in­vest­ments. Read the full event re­port on the web­site of the Franco-Rus­si­an Cham­ber of Com­merce and In­dustry. 
01/11/2021
Do­ing busi­ness in Rus­sia
This is the new edi­tion of the CMS Do­ing busi­ness in Rus­sia guide. 
19/08/2021
The Re­new­able En­ergy Law Re­view 2021
After years of be­ing con­sidered an 'oil-and-gas coun­try', Rus­sia now has an ex­pand­ing re­new­able en­ergy sec­tor fol­low­ing a re­cent spate of for­eign in­vest­ment and the in­stall­a­tion and con­struc­tion of sev­er­al re­new­able en­ergy pro­jects.Read the Rus­sia chapter if the Re­new­able En­ergy Law Re­view 2021, pre­pared by Thomas Heidemann, Part­ner at CMS Rus­sia, and Dmitry Bog­dan­ov, Seni­or As­so­ci­ate at CMS Rus­sia. The chapter provides an over­view of the Rus­si­an reg­u­la­tions in the re­new­able en­ergy in­dustry.This art­icle was pre­pared for and first pub­lished by The Law Re­views in Au­gust 2021.
03/08/2021
The En­ergy Reg­u­la­tion and Mar­kets Re­view 2021
Rus­sia’s vast geo­graphy is an im­port­ant de­term­in­ant of its eco­nom­ic activ­ity. It has the world’s largest proven nat­ur­al gas re­serves and acts as the largest ex­port­er of nat­ur­al gas. It is also the second-largest ex­port­er of pet­ro­leum. Enorm­ous en­ergy re­sources en­able pro­du­cers to gen­er­ate elec­tri­city in thermal, hy­dro and nuc­le­ar power plants and by us­ing gas, oil and coal.Read the Rus­sia Chapter of the En­ergy Reg­u­la­tion and Mar­kets Re­view 2021, pre­pared by Thomas Heidemann, Part­ner at CMS Rus­sia, and Dmitry Bog­dan­ov, Seni­or As­so­ci­ate at CMS Rus­sia. The chapter provides an over­view of the Rus­si­an reg­u­la­tions in the en­ergy in­dustry, in­clud­ing elec­tri­city sec­tor, oil and gas sec­tor, re­new­able en­ergy and en­ergy ef­fi­ciency.This art­icle was pre­pared for and first pub­lished by The Law Re­views in June 2021.
16/06/2021
CMS In­fra­struc­ture In­dex: Ac­cel­er­at­ing trans­form­a­tion
The in­fra­struc­ture mar­ket has re­mained re­si­li­ent in the face of COV­ID-19. The CMS In­fra­struc­ture In­dex has ranked 50 coun­tries by their at­tract­ive­ness for in­fra­struc­ture in­vest­ment and it paints a very pos­it­ive pic­ture. Singa­pore tops the lead­er board, bolstered by the un­veil­ing of its Green Plan 2030 which aims to ad­vance sus­tain­able de­vel­op­ment and re­duce the coun­try’s car­bon foot­print. There are big spend­ing plans in every re­gion as gov­ern­ments seek to close in­fra­struc­ture gaps, re­cov­er from the pan­dem­ic and stim­u­late their eco­nom­ies.   Please click through the re­port or down­load the pdf ver­sion at the bot­tom of this page.
15/06/2021
CMS ad­vises PJSC URALKALI on its de­but $1.25bn sus­tain­ab­il­ity-linked pre-ex­port...
CMS has ad­vised PJSC Uralkali on its de­but $1.25bn sus­tain­ab­il­ity-linked pre-ex­port fin­ance fa­cil­ity ar­ranged by, among oth­ers, COM­MERZBANK CRÉDIT AG­RI­COLE COR­POR­ATE & IN­VEST­MENT BANK, ING BANK, SO­CI­ETE...
22/04/2021
En­vir­on­ment, en­ergy ef­fi­ciency and re­new­ables
In this chapter of Do­ing busi­ness in Rus­sia, we dis­cuss the fol­low­ing as­pects of cli­mate change is­sues in the coun­try: en­vir­on­ment­al reg­u­la­tions, en­ergy ef­fi­ciency re­quire­ments and the re­new­ables sec­tor.
25/11/2020
Waste re­form in Rus­sia: fin­an­cing is­sues
One of the main ob­ject­ives of “waste re­form” in Rus­sia that began in 2019 is the cre­ation of suf­fi­cient pro­duc­tion ca­pa­cit­ies for the pro­cessing and dis­pos­al of mu­ni­cip­al sol­id (i.e. house­hold) waste.In...