Major participants in every sector of the energy market—oil and gas, conventional electric, nuclear, renewable energy, and water—turn to Morgan Lewis for regulatory guidance. Our work spans a host of matters, including mergers, acquisitions, and joint ventures; project development and financing; structuring of cross-border investments; internal and government investigations and enforcement; strategic planning and corporate restructuring; transmission; ratemaking; regulatory compliance and licensing; debt and equity securities issuances; and energy marketing and trading.
An energy powerhouse, our team of US energy lawyers simultaneously serves the electric, gas, oil, renewables, nuclear, fossil, marketing, transmission, and distribution sectors. Our clients include integrated oil companies, state-owned entities, investor-owned utilities, independent power producers, petrochemical companies, refiners and marketers, project developers, financial institutions and private equity firms, service companies, independent oil and gas companies, commercial users, and government contractors including US Department of Energy (DOE) contractors.
The industry consistently recognizes our energy regulatory team. In recent years, we’ve received accolades that include:
Our electric industry lawyers represent clients on energy-related regulatory matters before agencies such as the Federal Energy Regulatory Commission (FERC), the Nuclear Regulatory Commission (NRC), the DOE, the US Commodity Futures Trading Commission (CFTC), state public service commissions, and state and federal courts.
We represent clients at every stage of a government or regulatory audit or investigation. Although we work to find a mutually acceptable solution for both the regulatory agency and the client, in less favorable circumstances our lawyers advocate for the client in ensuing litigation, an enforcement action, or a court challenge.
Our lawyers represent electric utilities, generating companies, transmission entities, power marketers, and other electric power industry clients in a range of regulatory matters at the federal and state levels. We have experience in rate cases, tariff design and implementation, interconnection agreements, regulatory compliance, administrative litigation, prudence proceedings, default service procurement, and certificate proceedings. We have advised on electric market restructuring and continue to counsel clients on a wide range of retail and wholesale market issues. We help our clients anticipate and address the novel issues associated with increasing distributed generation and energy efficiency.
In addition to economic regulation, our lawyers partner with clients in reliability-related investigations and audits to identify and resolve compliance issues. As an example, we worked with Regional Entities (REs) and the North American Electric Reliability Corp. (NERC) to develop the compliance and enforcement framework used by NERC to gauge compliance with Reliability Standards. We drafted the pro forma Delegation Agreement used by NERC and the REs, and developed the hearing procedures used by NERC and the REs in contested proceedings.
We blend our regulated electric business knowledge with diverse business and finance, antitrust, employment, and other relevant experience to advise clients as they evaluate existing business structures. The team counsels clients on the advantages of mergers, acquisitions, and other transactions and structures, including the divestiture or reorganization of assets.
Our lawyers advise on power purchases and sales, regulatory compliance, fuel supply and fuel transportation, and technical due diligence. We also advise on regulatory structuring, special regulatory requirements applicable in bankruptcy and default situations, lawful avoidance of regulatory jurisdiction, energy investment regulatory matters, and energy project and investment portfolio management questions.
Assisting in these transactions requires an understanding of the interplay between commercial and regulatory issues. For example, for nuclear power plants our lawyers must consider the transfer of licenses under US or international regulatory regimes, various import-export regulations, and international treaties and conventions.
The team also helps clients from all energy sectors with specialized tax problems, antitrust questions, insurance issues, and complex employment and labor relations issues.
Morgan Lewis helps governments and businesses position themselves to take full advantage of the growing worldwide demand for nuclear services. Our lawyers work closely with clients on numerous aspects of new reactor projects, including reactor design certifications, early site permits (ESPs), and combined operating licenses (COLs). We also help clients in developing nuclear countries establish and comply with the legal and regulatory framework for nuclear projects. We advise clients on site selection and characterization, licensing and permitting, transportation of nuclear material, policy development, and strategies and compliance procedures.
We counsel nuclear utilities on nearly every aspect of nuclear licensing, regulation, and related investigation, enforcement, and adjudicatory matters. Nuclear clients turn to us for guidance in efforts to recover from regulatory-imposed shutdowns and negative ratings from regulators. Our lawyers frequently conduct investigations for clients and defend them when needed. In the case of an adverse finding, we develop comprehensive recovery plans for utilities facing major regulatory performance issues.
Our lawyers also help clients with license renewal for existing reactors. To date, we’ve represented more than half of all license renewal applicants in the regulatory, environmental permitting, agency adjudicatory, and federal litigation arenas in the United States.
We represent a diverse group of US and international companies in cases that involve uranium recovery, enrichment, and the manufacture and transport of finished fuel products, among other nuclear fuel business issues. Manufacturing companies, healthcare companies, and academic institutions that use radioactive materials also call upon our service for US and international regulatory issues.
Our team regularly resolves challenging radioactive waste management, decontamination, and decommissioning issues. We counsel clients on the financial assurance requirements for decommissioning liabilities, as well as the management and tax treatment of decommissioning trust funds. Our lawyers help clients develop decontamination and decommissioning plans, and advise on governmental standards for radiological contamination and other licensing issues.
Morgan Lewis lawyers investigate and defend nuclear utilities and vendors across the United States in cases involving claims of wrongdoing. We call on lawyers from the firm’s litigation, white collar defense, nuclear regulatory, and labor and employment law practices to defend whistleblower claims and related investigations.
We also collaborate with our US Occupational Safety and Health Administration (OSHA) lawyers to help nuclear power industry clients address a variety of workplace safety and health issues. We guide clients through agency investigations and enforcement actions, internal investigations, and compliance matters that involve safety culture and safety management. Our lawyers also have experience with navigating the occasionally overlapping enforcement authority of OSHA and the NRC in connection with workplace enforcement inspections.
Morgan Lewis routinely counsels US companies on NRC export and import control restrictions detailed in 10 C.F.R. Part 110. We also advise on DOE export control requirements related to foreign assistance under 10 C.F.R. Part 810, as well as related US Department of Commerce requirements. We communicate regularly with the US Department of State, the DOE, and the NRC in order to best serve our clients.
Our oil and gas lawyers provide customized, interdisciplinary legal representation designed to address each client’s needs as efficiently and cost effectively as possible. We represent oil and gas companies before FERC, the DOE, the CFTC, and other government agencies.
Morgan Lewis lawyers partner with clients to develop innovative business solutions to ongoing challenges in natural gas regulation. In the area of FERC and DOE regulation, we advise natural gas market participants on regulatory compliance. We also counsel clients on investigations and enforcement, certification of new facilities, ratemaking, tariff design, and exports and imports of natural gas and liquefied natural gas (LNG). We represent shippers in pipeline rate cases and litigate Natural Gas Act cases at both the trial and appellate levels.
Morgan Lewis plays an active role in addressing broad policy issues before FERC. We take a leading role in multiparty settlements through informal and structured negotiations, and participate in alternative dispute resolution (ADR) proceedings. Our team regularly monitors FERC’s agenda and orders, and we advise clients of new developments that affect their operations. Our lawyers also represent natural gas industry participants in CFTC matters involving compliance with commodity trading activities.
Our team has compliance and investigation experience. We regularly conduct internal audits of regulatory compliance programs, help clients develop internal regulatory compliance programs, and advise and represent clients in formal and informal investigations and audits conducted by FERC’s Office of Enforcement (OE) and the CFTC’s Division of Enforcement.
Morgan Lewis lawyers partner with clients to identify the scope and magnitude of the risks associated with a potential acquisition. For clients considering an acquisition, we provide a risk assessment, determine how best to handle the risks identified, and factor remaining risks into the final offer. We also help clients integrate the separate entities’ compliance programs by reviewing the relevant programs, identifying noteworthy differences, assessing the advantages and disadvantages of alternative approaches, identifying integration options, and recommending a course of action that will achieve successful compliance integration.
As the industry role of local distribution companies continues to change, those companies need to take appropriate state and federal regulatory steps. Our lawyers helped establish some of the first unbundled programs for residential and small commercial customers at the local level. We helped develop both legislative and administrative unbundling programs.
At the state level, we also represent natural gas clients in base-rate and fuel-adjustment-clause proceedings. We counsel clients through prudence and/or show-cause investigations; merger, change-of-control, and asset acquisition applications; customer complaint and rulemaking proceedings; and natural gas industry restructuring.
Morgan Lewis lawyers help utilities, project developers, investors, energy service providers, and commercial energy users pursue the increasing opportunities created by new energy policies and technologies and meet evolving regulatory requirements.
New and mature companies alike call upon our lawyers in the United States and throughout the world for advice on:
Our solar energy clients range from utilities and independent power producers to investors, developers, and retail customers. Our lawyers have experience in the technical, commercial, and business aspects of solar energy. This background helps us explore new opportunities in the expanding solar energy markets in the United States and internationally.
Our lawyers provide strategic counseling to solar energy project developers. We advise clients on power purchase agreements, equipment purchase and sale agreements, real estate and permitting (including US federal lands and environmental compliance), transmission access, and interconnection agreements. Our work with investors in utility-scale and distributed solar project portfolios includes customized diligence and comprehensive corporate advice.
We advised several leading utilities on their first procurements of solar energy and solar energy credits. Our lawyers counseled on many issues of first impression under renewable portfolio standards and now advise on evolving rules governing distributed generation, energy efficiency, and demand response. For solar equipment manufacturers, we design solar equipment supply agreements and warranty programs for both utility scale and rooftop projects. For retail customers that plan to invest in distributed generation, we advise on negotiating power purchase agreements and energy savings agreements as well as the overall benefits and risks associated with developing energy technologies and markets.
Our lawyers are involved in the legal, regulatory, and business undertakings and leading transactions that shape the wind energy industry. We represent developers of generation and transmission projects, equipment manufacturers, financiers, and power purchasers. Our lawyers advise clients on mergers, acquisitions, and other corporate transactions. We also counsel clients on the legal aspects of wind turbine technology development, manufacturing, and sales. Our completed projects total more than $7 billion in financings.
Morgan Lewis lawyers have experience in wind engineering, procurement, installation, and construction contracts; turbine purchase and sale agreements; warranty agreements; operations and maintenance agreements; power purchase contracts; and interconnection agreements. Our lawyers advise wind energy clients on wind park easements, ground leases, rights over federal and state lands, transmission rights of way, and other land use and acquisition matters. We secure necessary permits from local, state, and federal agencies, and we make sure our clients remain in compliance with environmental and land-use laws. Our litigators are available to counsel with and handle disputes if the need arises.
The water supply industry is undergoing dramatic structural change as providers work to replace aging infrastructure, meet evolving drinking water standards, and develop new supply sources. Our team provides comprehensive service to water supply sector businesses to help them navigate these changes. Our background includes transactions, water utility securities, and economic and environmental regulatory issues, as well as industry-specific labor and employment matters.
Our lawyers represent investor-owned companies, municipal water systems, domestic and overseas corporations involved in outbound and inbound investment, and other water industry businesses.
For more than 50 years, our deep bench of lawyers has represented investor- and municipality-owned entities in rate application, complaint, rulemaking, and certificate proceedings before state public service commissions, as well as related litigation before state courts. Recent cases have focused on:
In the 1990s, we helped two companies design and obtain regulatory approval of a groundbreaking surcharge mechanism to finance infrastructure replacement projects. Use of that mechanism—the Distribution System Improvement Charge—has since spread nationwide.
As counsel to a water utility trade association, our team has participated in numerous commission and appellate proceedings. These cases have involved, among other things, utilities’ rights to retain gains derived on the sale of watershed land and the proper methods of valuing utility property (including contributed plant) in municipal condemnations.
Morgan Lewis lawyers have represented clients in some of the largest water utility mergers and acquisitions in recent years, including the following:
Our team represents investor-owned companies, municipalities, and financial institutions in the issuance of water utility securities. We also helped two publicly traded water companies develop innovative customer stock purchase plans.
We regularly counsel water supply industry clients on environmental issues that range from Safe Drinking Water Act and Clean Water Act compliance to the disposal of treatment plant residues. We took a leading role in appellate court challenges to rules adopted by the US Environmental Protection Agency (EPA) and various state regulatory bodies. We also represented a major municipal water system when actions brought under the Endangered Species Act and other environmental statutes threatened its water rights.
Our lawyers represent many private and public water suppliers in collective bargaining negotiations, grievances, OSHA and US Equal Employment Opportunity Commission (EEOC) compliance, and other labor and employment law matters. We have experience drafting and negotiating labor relations agreements for large water supply construction projects. We also advised a major water utility in connection with union representation elections by employees of an acquired company.
With a global network of lawyers, Morgan Lewis advises foreign-based multinational corporations involved in the US water supply industry on finance, tax, and regulatory issues. We also stay active in foreign markets, particularly Latin America, by representing investors in water infrastructure projects and by counseling clients on privatization options.