International Trade

Our Capabilities

Our lawyers provide domestic and international trade advice in connection with:

• Trade remedies – representation and advice in anti-dumping, countervailing and safeguards investigations for domestic complainants, foreign exporters and importers; representation before all the relevant decision-making bodies.
• Customs – customs procedures, rules of origin, valuation, tariff classification, audits, customs seizures, administrative monetary penalties, customs self-assessment programs, requests for re-determinations, appeals, compliance and voluntary disclosure programs, remission orders, advanced rulings and drawbacks.
• Government relations – advocacy with respect to a wide range of trade and regulatory issues; monitoring of department and agency initiatives and legislative and regulatory developments.
• WTO disputes and other disputes arising from multilateral, regional and bilateral trade agreements, including with respect to unfair trade practices, market access issues, technical barriers to trade, agricultural subsidies, services, investment, tariff and taxation issues.
• Investment – advice and representation under bilateral investment treaties including investor-state arbitrations under the ICSID and UNCITRAL rules and local court set-aside proceedings; advice regarding the filing and handling of investment treaty claims.
• Export controls and sanctions – export permit issues, dual-use goods, deemed re-export issues, United Nations Security Council sanctions, sanctions and extra-territoriality issues, import and export quotas and advanced rulings.
• Anti-corruption and international compliance – advice and representation on foreign corrupt practices; international corporate compliance and social responsibility policies, programs and audits; whistleblowing programs, risk analysis and assessments with respect to anti-corruption.

Our lawyers have extensive experience dealing with complex trade, regulatory and related competitive issues with attention to client-specific parameters and needs. Our lawyers have litigated trade matters covering all aspects of international trade regulation, including antidumping, countervailing duties and enforcement of international agreements.

Interacting with public officials, interested private industries and through appropriate administrative processes, our team deploys a multidisciplinary approach to address the many aspects of the challenges inherent to modern international commerce. We tailor our work to the specific demands of each client’s situation, delivering high-value solutions to clients for the present and positioning them to deal with future developments.

International Business

Wood & Lee’s lawyers have extensive experience in international business, enabling us to answer the particular needs of a wide range of domestic and international clients in both the private and public sectors.

Wood & Lee lawyers provide advice in connection with:

• Corporate and commercial issues – ownership and management structures (offshore corporations, partnerships, limited liability companies, joint ventures, investment funds); cross-border mergers and acquisitions; cross-border private equity investments, international joint ventures, corporate governance.
• Natural resources – project and structured finance; exploration, development and operations of projects; environmental laws and regulations; licensing and royalty agreements.
• Energy – global climate change, international energy projects, environmental assessments, international due diligence, regulatory compliance, and participation agreements.
• Infrastructure and public-private partnerships – assessment of risk transfer to the private sector, fiscal accounting and reporting standards, special purpose vehicles (SPV) for infrastructure financing, transparency issues, project risk analysis including construction, financial, performance, demand and residual value risks.
• Construction – international construction contracts, management of major infrastructure projects, competitive bidding provisions and requirements, risk insurance, green buildings, local legislation, ethics concerns.
• International project finance.
• Ethics and anti-corruption laws.
• Competition/antitrust and foreign investment –restrictions on foreign investment; merger and cartel investigations; analysis of antitrust laws in foreign countries; administration and implementation of licensing and distribution systems; antitrust and competition litigation.
• Trade – export controls; interpretation of bilateral and multilateral trade agreements; unfair trade practices; consumer protection.
• Procurement – closed bidding; contract awarding rules in different jurisdictions; anti-corruption legislation; procurement provisions in international treaties; best practices; state of public procurement regimes.
• Tax, trusts and estates – offshore business trusts, international tax planning, non-resident corporations, trust and estate administration, inherited wealth, trust and estates dispute resolution, double tax treaty provisions, estate and succession planning.
• Transportation – strategies to minimise the cost of moving products to foreign markets and reduce liabilities, private contractual arrangements, applicable domestic laws and international treaties, warehouse agreements, cross-border movement of hazardous substances.
• Forestry – tropical forests and climate change, deforestation and sustainable forestry practices, international disputes and agreements such as softwood lumber, international conventions.
• Labour and employment law – international labour relations matters, foreign employment laws, immigration, workers’ compensation, collective bargaining, occupational health and safety, discrimination.
• International arbitration and dispute resolution – cross-border litigation and dispute resolution (including dispute resolution panels), arbitration proceedings both ad hoc and institutional (LCIA, International Chamber of Commerce, International Court of Justice, and WTO’s Dispute Settlement Body) and arbitration of investor/State disputes (International Centre for Settlement of Investment Disputes).

International Joint Ventures and Collaborations

Wood & Lee lawyers have substantial experience in joint development and other transactions in a variety of sectors involving technology, including software, hardware, semiconductors, the Internet, life sciences and media. These arrangements often include cross-licensing, co-development and co-marketing, as well as branding and intellectual property ownership aspects. The joint venture may consist of an agreement or a separate entity. Our teams include lawyers who are well-versed in joint ventures and collaborations.

International Marketing, Advertising and Regulatory

Wood & Lee lawyers represent clients in marketing, advertising and consumer product regulatory issue, drawing upon expertise in these areas with the related fields of intellectual property, entertainment, competition, free speech and privacy law.  We believe in providing our clients with consistent excellence in our work, exceptional breadth and depth of expertise, and forward-thinking solutions to their legal challenges.

Our Capabilities

Our lawyers advise clients of all sizes operating in a wide array of industries, such as:

• Retail
• Food and beverages
• Cosmetics
• Natural health products and medical devices
• Toys, video games and other products for children
• Electronics, textiles and other consumer goods
• Household, consumer and personal care products
• Film, television and the internet
• Automobiles
• Advertising, promotion and public relations
• Industry-leading expertise

Our lawyers advise on a full range of marketing, advertising, promotion, packaging, and regulatory issues. We provide thorough advertising review and clearance services from concept through to creation, addressing issues such as false and misleading advertising, claim substantiation, and defending (or bringing) advertising challenges from consumers, competitors, or regulators. Our lawyers have extensive experience drafting and negotiating agreements associated with marketing and advertising-related programs including agency-client, promotional, sponsorship, talent, charitable, confidentiality, and rights licensing agreements.

Wood & Lee clients advertise in all types of media and we are well positioned to bring you practical and knowledgeable advice for all of your promotional activities whether in traditional broadcast, print, or other media or in mobile, online, or social media. The breadth of our lawyers’ experience allows us to utilise in-depth knowledge of many industries including retail, food and beverage, consumer packaged goods, automotive, fashion, entertainment, cosmetics, natural health products, and more.

Wood & Lee provides exceptional service in helping our clients’ structure and implement contests, games, sweepstakes, and other promotions such as gift cards, coupons, rebates, and reward programs to comply with applicable laws. We have particular expertise in the area of social media, viral campaigns, and user-generated content. We also assist with the development of branded entertainment programs including branded content creation for film, television, the internet and mobile devices.

Wood & Lee advises on all aspects of consumer goods, including product manufacture, packaging and labelling, importing, exporting, and compliance with specific rules of regulated products such as hazardous products, electronics, food, natural health products, cosmetics, and medical devices. We provide full-service advice with marketing, advertising, and product development initiatives.

International Private Equity and Fund Formation

Wood & Lee structures and organises a variety of venture capital funds, private equity funds, hedge funds, commingled real estate funds and other pooled investment vehicles for general partners and investment managers throughout the world. Our lawyers have extensive experience in virtually every type of investment structure and also have experience with a range of underlying investments, including passive investments in private technology and life sciences companies, controlling stakes in public companies, distressed assets, mezzanine investments, real estate holdings, and publicly traded securities and derivatives. Our lawyers’ experience also includes complex economic structures such as hub-and-spoke funds, joint venture management companies, club deals and limited partner co-investments, multiple layers of debt and equity, tax-driven terms, and unusual subordination or inter-creditor issues.

Our lawyers have extensive experience with partnership law, employee retirement taxation and cross-border matters. We structure funds to qualify for particular regulatory schemes – such as a “small business investment company”, “venture capital operating company,” or “real estate operating company,” – and meet the needs of particular classes of investors. Wood & Lee represents both fund management teams and institutional investors. Our perspective thus takes into account the concerns of “the other side” be it the sponsoring management team or the lead institutional investor. We also serve as counsel to fund managers, with respect not just to investments made by the fund, but also to incentive compensation arrangements, defaults and other investor relationship issues, valuation issues and other matters.

About Our Practice

Wood & Lee lawyers:

• Represent the general partners in the formation of numerous venture capital funds.
• Negotiate investment terms for funds organised by venture capital and buyout investment firms.
• Handle the organisation of new private equity management firms, including issues surrounding ownership of the branded franchise and the general partner vehicle, professional staff compensation and terms accorded to the sponsor.
• Work with international management teams with sensitivity to their compensation structures and the international nature of both a fund’s investor base and proposed investor focus.
• Represent investment managers in the formation of hedge funds, including drafting formation documents, conducting closings and advising with regard to International Swaps and Derivatives Association (ISDA) documentation.

International Project Finance

Wood & Lee represents developers, owners, financial advisors, angel investors, venture capitalists, investment banks and lenders in connection with the development and financing of projects ranging from emerging technologies to industrial facilities to sports arenas and stadiums. Our practice draws on the resources of our finance, real estate, environmental, tax and energy lawyers. Our lawyers have experience with a wide array of financing structures, including leveraged and synthetic leases, non-recourse project financing and securitisation vehicles. We also regularly handle financings in the bank, unregistered and public markets.

A significant portion of our practice involves the development and financing of energy projects and related infrastructure and industrial facilities. We bring a unique perspective and depth of experience to these energy-related projects, representing natural resource companies, investor-owned and municipal utilities, industrial offtakers, independent power producers, marketers of power, governmental and quasi-governmental agencies, electric cooperatives and regional transmission organisations.

Power Projects

Our lawyers have extensive experience working on generation projects, including solar, wind, geothermal and hydroelectric facilities. Our clients include independent power producers, public utilities, lenders and financial advisers.

Industrial Facilities

Our lawyers have significant experience working on the development, construction and financing of all types of industrial facilities. We handle all aspects of a project, including permitting, constructing and financing of facilities and power sources, as well as negotiating tolling and operations and maintenance agreements.

Hospitality

We represent clients in the hospitality industry, including operators, owners, investors and lenders. Our lawyers have extensive experience in the development, construction and financing of hotels and peer-to-peer property rental companies, often in conjunction with airport and convention facilities. Our lawyers are equally active in the representation of investment funds, offshore interests, banks and other private and public capital investments in and financing of hotels and peer-to-peer property rental companies.

Sports Facilities

Our lawyers have represented owners, investors and lenders in connection with the acquisition of sports franchises and the development and financing of their facilities. We also have experience negotiating lease arrangements and sponsorship agreements as part of such developments.

International Real Estate and Finance

Wood & Lee represents investors, developers, owners and operators on real estate projects. We structure, negotiate and document purchases, sales, ventures and financings across the full spectrum of real estate products. Our lawyers’ experience ranges from urban office high-rise and mixed-use condominium projects, to industrial and R&D developments, residential projects, destination resort hotels, luxury time-share facilities and peer-to-peer property rental companies. These transactions vary from relatively simple single-asset deals to some of the most complex capital formation, real estate portfolio and real estate mergers and acquisitions transactions in the industry.

We address the structural challenges of capital investment in contemporary real estate deals that demand far more than conventional asset transaction experience. We counsel clients through the complexities of development joint ventures, real estate operating companies, pooled investment funds, private placements and public offerings, ground lease financing, incentive-based strategic alliances, mortgage loans, mezzanine debt, hybrid debt-equity transactions, securitised assets, energy project finance and virtually every other variation on the theme of real estate investment. Our lawyers have particular experience dealing with the special challenges of the hospitality industry and the investment activities of pension trusts and other public or private tax-exempt entities, as well as investment funds with offshore and tax-exempt investors and REITs.

Acquisitions and Dispositions

Our lawyers have extensive experience in the management of large-scale and issue-intensive real estate transactions throughout the country and abroad, including high-volume portfolio programs of acquisition or sale, single-transaction portfolio or operating company deals and single-asset, structurally complex deals.

Venture Formation

We handle ventures and operating company investments for all types of clients and deals – from large, single-asset projects to resort development properties, multi-property portfolios, energy projects and residential land development deals. Our lawyers have extensive experience with the business, tax and legal subtleties of “promote” or “incentive” structures in both single-asset and portfolio ventures. We also understand the importance of effective exit vehicles and the interplay between equity rights and management responsibilities.

Real Estate Financing

A core component of our practice is real estate finance, broadly defined to embrace traditional real estate-secured commercial lending, mortgage-backed public debt financings, all manner of subordinated or mezzanine debt, letter of credit-supported and other credit-enhanced bond financings, major project financings and a wide variety of contingent interest/equity “kicker” financings.

Hotels & Resorts

We represent companies in the hospitality industry, including operators, owners, investors and lenders. Our balanced practice allows us to bring a unique perspective to the issues confronting each of the various actors in the industry. Our lawyers have documented the development and operation of the full range of project types – from high-rise urban hotels to luxury resort properties to serviced residential properties (both traditional “whole” ownership and fractional ownership) to peer-to-peer property rental companies. We address, where applicable, the complex issues of access to and use and management of recreational facilities. Critically, we understand not only the legal landscape, but also the norms and customs of the industry and the state of the ever-evolving market.

Real Estate Fund Formation

Our fund formation work covers a wide range of industries, but our lawyers have particular experience in forming real estate funds. Funds are not one-size-fits-all – they have their own conventions and sensitivities and must reflect the character of the underlying investments and the expectations of both fund sponsors and real estate investors. Our real estate, securities, tax and employee retirement income lawyers work collaboratively to bring value to the fund structuring process and to address the legal and business issues facing sponsors and investors.

Leasing

We represent clients in retail, office and mixed-use leasing matters, both on “stand-alone” transactions and in connection with large-scale leasing programs across the country.

Sale and Acquisition of Secured Loan Portfolio Transactions

We represent financial institutions and institutional investors in purchases and sales of secured loan portfolios and participating interests in portfolios.  Loan-pool transactions now play a major role in the capital formation and deployment activities of many of our institutional clients and are important contributors to the efficiency of the real estate market generally. Our lawyers are very experienced in dealing with the conventions and expectations of both buyers and sellers and the organisational challenges of these transactions.

Distressed Real Estate

We handle all manner and aspects of workouts, from space leases to secured loans, management contracts and partnership relationships in distress. Our lawyers have particular experience in the representation of institutional clients in their acquisition, management and liquidation of portfolios of distressed real property-secured loans.

International Condominiums, Stratas, HOAs and Co-ops

Wood & Lee lawyers represent developers, owners’ corporations, stratas, co-operatives and co-ownerships.

Our lawyers provide advice with respect to the following:

• Developers – bringing projects to market, assist with the registration process, facilitate post-registration and turnover, and handle occupancy and final closings.
• Owners’ corporations, stratas, co-operatives and co-ownerships regarding
  • Participation in board meetings and owners meetings;
  • Drafting of by-laws, rules, amendments to declarations, shared facilities agreements, alteration agreements and other documentation;
  • Advice on employment and labour matters, human rights matters, insurance claims, repairs and maintenance;
  • Collection of arrears of common expenses, liens, power of sale, tenant attornment and rent; and
  • Condominium litigation, mediation and arbitration services for enforcement matters, construction deficiencies and other declarant-related issues.

International Retail

Wood & Lee’s retail team defends its clients in all aspects of litigation and offers practical advice for how retailers can comply with the law while also meeting their business objectives. Our lawyers have a deep understanding of the legal and business concerns affecting retailers. Additionally, we work with our clients’ management, marketing teams, finance teams and IT departments to develop tailored, creative solutions that do not interfere with business goals.

Our retail team constantly monitors issues that affect retailers. As a result, we are often the first to learn of significant developments in retail law and regularly notify our clients of such developments. We reach out to our clients and help them respond proactively, so that they can protect themselves from emerging risks. Our lawyers are regularly asked to comment and present on retail-related issues.

Wood & Lee’s retail team regularly defend and advise retailers in relation to:

• Business and commercial litigation
• Advertising compliance
• Cybersecurity and privacy
• Intellectual property
• Labour and employment
• Creditors’ rights

Additionally, our retail clients often ask us to:

• Review their practices for collecting customers’ information at the POS (point-of-sale) to make sure they are not vulnerable to privacy suits
• Evaluate their pricing practices to assess the risk of deceptive pricing litigation
• Assess whether they are categorising their employees appropriately to avoid costly wage and hour class actions.

International Infrastructure and Public-Private Partnerships

Wood & Lee’s lawyers help clients develop, finance and implement infrastructure projects, including:

• energy infrastructure
• social infrastructure (education, entertainment, justice, healthcare, sports)
• transportation infrastructure (airports, ports, rail, road, transit)

Our Capabilities

Our lawyers provide infrastructure and public-private partnerships advice in connection with:

• Construction law – structure of contracts, insurance, bonding.
• Corporate and commercial – transaction structuring, risk allocation, project loans, drafting and negotiation of key project agreements, corporate governance.
• Environment – green building standards, water quality, storm drainage, environmental compliance reviews.
• Financial services, banking and insolvency – structuring and negotiating all aspects of loan transactions; lending and restructuring transactions for various industries; equity financing and investments.
• Government relations and community relations – representing clients before government agencies; regulatory law.
• Litigation, including construction and leasing disputes, contractual disputes, disputes regarding construction performance and defects, bylaws and zoning infractions, mortgage and financing disputes, construction products liability.
• Procurement – tendering or bidding process, including design, implementation, assessment and selection.
• Real estate – title opinions, municipal land use issues, environmental issues, construction, financing.
• Tax – strategies for structuring public–private partnership (PPPs) designed for domestic and international business; cross-border tax issues; infrastructure tax incentives; taxes.

Wood & Lee lawyers offer a full spectrum of legal services to all parties involved in PPP projects, such as:

• developers
• construction and service contractors
• engineers
• financial and technical advisors
• governments
• government agencies
• guarantors
• lenders
• investors
• project sponsors

International Hospitality

Wood & Lee’s hospitality practice includes transactions (acquisition and sale, joint venture, development, financing and management agreement negotiations), operational matters (employment, leasing, construction, service contracts, and deficit funding arrangements), operator/owner disputes (over issues ranging from fee calculation to budget approval) and the workout, restructuring of financially distressed hospitality assets.

Our lawyers have extensive experience and proficiency in virtually every aspect of the hospitality industry.  Our lawyers have created an international hospitality practice, which has been sought out by operators, ownership groups, equity investors and lenders. Our balanced practice allows us to bring a unique perspective to the issues confronting each of the various actors in the industry. Our lawyers regularly represent:

• Developers
• Foreign/Domestic Investors
• Peer-to-peer Property Rental Companies
• Banks
• Franchisees
• Investment Banks
• Management Companies
• Owners
• Pension Fund Advisors
• Venture Funds

We represent international operators on projects throughout the world. We work on a broad variety of development and operational matters ranging from the structuring, negotiating and documenting of complex joint ventures and development arrangements, to counselling our operator clients on such matters as labour, tax and general compliance with applicable laws. In our role as operator’s counsel, we prepare and negotiate the full range of hospitality documents, including:

• Management agreements
• Technical services agreement
• Intellectual property, license and transfer agreements
• Spa and recreational use and access agreements
• Equity participation/venture agreements
• Franchise agreements
• Marketing and management agreements for serviced condominiums and apartments
• Marketing and management agreements for fractional ownership projects
• Marketing and management agreements for peer-to-peer property rental companies

With the benefit of our experience working from the inside perspective of operators, our lawyers have developed an equally extensive practice in purchase and sale transactions and debt and equity financings, in the representation of lenders and owners in their dealings with operators and in the financial workout or restructuring of properties. A significant part of our hospitality practice involves the representation, in close coordination with our tax lawyers, of REITs, pension trusts and other public and private tax-exempt entities and investment advisors to tax-exempt entities in equity, debt or hybrid investment transactions.

We represent owners and operators of properties around the world. Through these deals and day-to-day representation on hospitality matters, our lawyers are completely conversant with both the real estate issues and the unique business issues faced in hospitality transactions – working regularly from diverse perspectives on matters involving:

• Acquisitions and sales
• Liquor and Other Licensing
• Litigation
• Development
• Peer-to-Peer Property Rental Companies
• Memberships Programs
• Condo-Hotels
• Management Agreements
• Environmental
• Mergers and acquisitions
• Franchises
• Mixed-use Projects
• Senior and Mezzanine Finance
• Insurance
• Tax
• International
• Trademark and IT
• Joint Ventures and LLCs
• Workouts
• Labour and Union

International Labour and Employment

Wood & Lee’s highly-experienced labour and employment lawyers provide management-oriented counselling and litigation services to a broad range of clients, from start-up companies to large corporations. While we take pride in our ability to litigate all types of cases, our primary goal is to use our legal knowledge and experience to assist companies and managers in anticipating and preventing employee relations problems through education, training and counselling.  Our clients come from a variety of industries, including air transportation, paper products, banking and finance, accounting, automotive, aerospace, food distribution, cosmetics, biotechnology, apparel, information technology and high technology.

Class Action and Multi-Plaintiff Litigation

Our lawyers have extensive experience in large and complex class action and multi-plaintiff litigation covering many different practice areas, including labour and employment. By combining the depth of our litigation practice skills with our labour and employment know-how, we are able to effectively and efficiently represent clients in a wide variety of class action and multi-plaintiff engagements, including wage and hour, discrimination, employee retirement income, and similar matters.

Regulatory Compliance Issues

We advise clients on diverse issues such as employment contracts, personnel handbooks, overtime and related wage-and-hour matters, employment problems related to sales, acquisitions and mergers, workforce reductions, insurance and employee retirement income matters.

Anti-Harassment

Our labour practice is geared toward helping clients manage effectively within today’s constantly changing legal environment. We work with clients to avoid litigation by providing management training and by counselling managers through difficult employment situations. We represent our clients in administrative proceedings. Our lawyers also work with employers to develop and maintain work environments free from discrimination and harassment, thus minimising exposure to discrimination claims by employees. We counsel managers to recognise discrimination issues in the workplace and to respond appropriately to sensitive situations.

International Consumer and Product Liability

Wood & Lee has the experience and geographic presence to handle consumer and product-related business practice matters internationally, including in courts, administrative tribunals or arbitration.  Our lawyers provide preventive counselling, alternative solutions and, when necessary, aggressive litigation services.

Business Practices Litigation

We are involved in the rapidly developing law relating to business practice and consumer claims. Our lawyers have successfully resolved claims relating to pricing, fees, advertising, consumer disclosures, product and service issues, warranties, sales and marketing issues, lending and trust issues, as well as many other business practices. Our lawyers have a broad and deep understanding of consumer and unfair competition laws.

Financial Services Litigation

Our lawyers have extensive knowledge of the substantive areas of law affecting financial institutions, including disclosure and escheat laws.

Insurance Coverage

We analyse insurance coverage issues for our clients and achieve payments for liability and costs through negotiation or litigation.

International Lawyers

We monitor and coordinate multiple actions brought in different jurisdictions to present a coherent strategy that takes into account our clients’ litigation goals. We use tailored databases, machine learning and imaging systems to manage complex discovery involving production of millions of pages of documents (including electronic media). We are aggressive advocates, achieving favourable results for our clients.

• Our lawyers have extensive experience in consumer litigation, including class action, governmental enforcement and private proceedings.
• We litigate both directly on behalf of clients and as amicus curiae.
• Our lawyers have won cases at the demurrer, summary judgment and appeal stages in administrative and judicial forums.
• Our lawyers have tried cases under unfair competition statutes.
• Our lawyers possess experience across industries ranging from traditional consumer products to financial services to technology.

International Energy

Wood & Lee is at the forefront of developments affecting energy providers, marketers and consumers, particularly in matters relating to project development and finance, industry regulation, restructuring, and consolidation (including mergers and acquisitions work).

We work with clients from all parts of the electric power, wind power, natural resource sectors. We represent equity investors, financial institutions and lenders in project finance and new technologies matters. Our experience on behalf of energy clients includes all aspects of project finance, regulation, energy strategy, project development, project finance and commercial transactions.

• We offer a major project finance and development practice for all types of electric power generation (hydro, wind, solar, and other renewables), transmission and distribution facilities. We represent both “company-side” and “financing-side” clients.
• We follow closely and take part in legislative developments.

Energy Regulation

Our lawyers have extensive experience in contested cases and generic rulemakings, complaints, certificate proceedings, rate cases and other aspects of regulatory proceedings. Our experience also includes environmental, transportation and related regulatory issues.

Project Development and Finance

We represent project developers, owners and lenders in the development and financing of power projects and industrial facilities. Our experience includes involvement in most types of generation projects, including solar, wind, geothermal and hydroelectric facilities. We serve as both project counsel and as finance counsel on these projects, and we serve as tax counsel for projects of all types.

Mergers and Acquisitions and Strategic Alliances

We negotiate, finance and secure regulatory approval (where needed) for mergers and acquisitions, joint ventures, LLCs and other alliances. Our lawyers are also involved in the acquisition and disposition of numerous energy projects through open and closed auctions and one-on-one negotiations.

Commercial Transactions

Our lawyers have extensive experience negotiating power supply, distribution and related agreements in connection with these transactions. Our lawyers have experience on all sides of transactions between sellers and purchasers of electricity and natural resources.

Energy Strategy and Government Relations

We advise clients on strategy and the regulatory implications of proposed transactions. Our lawyers closely monitor developments in the law and we advise clients on the implications of new rules and legislation. We also represent clients before legislatures, executive branches, agencies, and international organisations.

Litigation

We represent energy clients in antitrust, environmental and contract actions and in insurance coverage matters, complex litigation and disputes arising out of development projects. We litigate contested proceedings in courts and before administrative bodies, and also handle appellate work.

International Antitrust and Trade Regulation

Companies bring important antitrust matters to our lawyers, where we provide our clients with risk assessment, counsel and vigorous representation. Our lawyers have successfully represented firms from a wide range of industries in private and government antitrust litigation, in regulatory investigations and in significant mergers.

Our antitrust lawyers regularly addresses antitrust issues in a variety of industries, including software, hardware, financial services, apparel, food manufacturing and processing; energy, life sciences, telecommunications, digital media, entertainment, aerospace, natural resources and healthcare, among others.

Our approach to antitrust achieves the business objectives of our clients through unique insights and understandings that come from antitrust experience and innovations in both private practice and government.

Competition/EU

Wood & Lee’s lawyers advise on all aspects of competition and European Union law. As part of the firm’s transactional services, we advise on coordinating and obtaining EU and domestic merger clearances, including those outside the EU. Our lawyers also advise on the application of competition law to business strategies, such as pricing, joint ventures, distribution and franchising. Where appropriate, we devise and help implement bespoke compliance programs.

Our lawyers routinely advise on state aid matters and have extensive experience in state aid litigation. Our lawyers have substantial experience of advising on EU law in regulated industries, in particular in electronic communications and broadcasting, intellectual property, natural resource, transport and utilities.

Litigation

Our lawyers have regularly and successfully represented companies in antitrust lawsuits involving price-fixing, tying, monopolisation, mergers, product distribution, joint ventures, bundling and other exclusionary practices.

We handle cases in trial courts, regulatory agencies and arbitration.  Clients also often retain us in matters that were handled by other law firms at the trial court level. We assist clients in antitrust merger clearance, agency investigations, merger review and, if necessary, litigation related to proposed mergers or acquisitions.

Offshore Professional Risks

Our lawyers have extensive experience with the laws and procedures of many other offshore jurisdictions that follow English common law. Our lawyers have considerable experience dealing with insurance claims and contentious matters arising out of offshore jurisdictions in litigation, arbitration and mediation.

Our lawyers have relationships with specialist QCs and SCs.

Directors and Officers

• Our lawyers advise on claims asserted against directors and officers of offshore trading, holding, fund, investment and trust companies, including a variety of claims arising post-financial crisis.
• Our lawyers advise on liquidation claims and a securities class action against directors and officers of a hedge fund managed by a private equity group.
• Our lawyers advise on liquidation claims against directors and officers of a fund.

Trusts and Trustees

• Our lawyers have advised various settlors, beneficiaries, protectors, guardians, and trustees of offshore trusts on a variety of matters arising in hostile litigation, including breach of trust and indemnity claims.
• Our lawyers have advised various trustees, beneficiaries and guardians of trusts on restructuring, administration, and variation applications and confidentiality and representation orders.
• Our lawyers have advised various Errors and Omissions (E&O) insurers of offshore trustees on insurance coverage issues relating to professional negligence and breach of trust claims asserted against trustees.
• Our lawyers have acted as monitoring counsel for E&O insurers on substantial professional negligence and restitutionary claims asserted against offshore trustees.
• Our lawyers have advised E&O insurers of trustees on subrogation costs issues relating to trustees’ rights of indemnity against trust assets and beneficiaries.

Accountants and Auditors

• Our lawyers have advised various offshore and international firms of accountants and auditors on disclosure and reporting obligations to offshore and onshore regulators, as well as confidentiality obligations.
• Our lawyers have advised various offshore and international firms of accountants on their discovery obligations under letters of request issued by onshore and other offshore courts.
• Our lawyers have advised various firms of accountants and auditors and their E&O insurers on professional negligence claims arising out of services provided to offshore companies.

Fund Managers

• Our lawyers advise on insurance coverage issues arising out of a regulatory investigation and settlement of claims against an offshore fund manager.
• Our lawyers advise on potential claims for contribution and indemnity against funds and fund managers.
• Our lawyers have advised in response to regulatory investigations.

Fund Administrators

• Our lawyers have advised E&O insurers of an offshore fund administrator on coverage issues.
• Our lawyers advise on professional negligence claims arising out of the collapse of two very substantial hedge funds.
• Our lawyers have advised international offshore fund administrators on standard terms and conditions of engagement.

Banks and Fund Custodians

• Our lawyers advise on professional negligence claims arising out of the collapse of hedge funds.
• Our lawyers have advised international offshore fund administrators on standard terms and conditions of engagement.
• Our lawyers advise on regulatory investigations.

Insurance Brokers, Insurers and Underwriting Agents

• Our lawyers have advised E&O insurers on various professional negligence claims asserted against insurance brokers in offshore jurisdictions.
• Our lawyers advise on regulatory investigations.

Architects, Real Estate and Construction Professionals

• Our lawyers have advised E&O insurers on professional negligence claims against architects, construction professionals, and real estate agents in offshore jurisdictions.

International Insurance Recovery

Wood & Lee represents policyholders in litigation and non-litigation insurance disputes and have provided risk management counselling and insurance advice in challenging and important matters. Our lawyers have represented policyholders seeking insurance proceeds under virtually every type of insurance policy and serve policyholder clients throughout the world in all major industries, including natural resource, energy, technology, life sciences, financial services/banking, manufacturing, entertainment/gaming, publishing, consumer product, retail, transportation, food and beverage, law, accounting, construction/real estate, government and non-profits.

Property Damage, Business Interruption and Other First Party Insurance

Our lawyers have extensive experience in first party and business interruption insurance disputes. Our lawyers have represented policyholder clients in scores of first party losses involving virtually every significant issue that may arise in connection with claims under business interruption, property damage, bankers bond, crime, credit risk and impairment, fidelity, builders’ risk, breach of warranty and other types of first party policies. We assist in assessing coverage, notifying insurers, preparing claim documentation, and negotiating with insurers. Ordinarily, we attempt to identify and eliminate potential disputes early, and our lawyers have resolved many large claims through negotiation. When insurers are unwilling to resolve disputes satisfactorily, we litigate them efficiently. Our lawyers have successfully handled first party appraisals, arbitrations and trials.

Third-Party, Commercial and Comprehensive General Liability Insurance

Our lawyers have represented policyholders on almost every kind of third party insurance, including Commercial/Comprehensive General Liability, umbrella and excess, Directors and Officers liability, Errors and Omissions, surety, professional liability, patent infringement, cyber-liability, media liability, warranty, product recall and Employment Practices Liability insurance.

We analyse existing and future liabilities and conduct comprehensive assessments of coverage for those liabilities. We negotiate with insurers to obtain interim funding and indemnity agreements or interim payments. When insurers fail to recognise obligations, we help clients with strategy and settlements to preserve rights and maximise the value of insurance assets.

Insurance Recovery Negotiations Outside of Litigation

Our lawyers develop negotiation strategies to resolve insurance disputes and monetise insurance coverage assets without resorting to litigation. Our process involves a careful evaluation of existing liabilities, potential future exposures, available insurance coverage and applicable law to determine the value of assets potentially within the scope of negotiations. We bring to bear a multidisciplinary approach. We work closely with former insurance industry personnel and, as appropriate, engineering, environmental, and other technical knowledge to ensure the development of a thorough and well-grounded claim. We typically conduct negotiations separately with each implicated insurer under strict confidentiality and standstill arrangements.

Insurance Coverage and Risk Management Counselling

We assist clients in assessing their insurance needs, and we work to evaluate and, where appropriate, manuscript and negotiate insurance policy language. Our clients routinely consult our lawyers to develop contractual insurance provisions. In addition, we work closely with experienced insurance professionals on staff who can assist in evaluating proposed policy terms. Our lawyers have extensive experience in mergers and acquisitions insurance products, including tax loss, “rep and warranty” and loss mitigation coverage.

International Insurance Arbitration

Arbitration is a particular feature of our services to the insurance industry. Our lawyers have expertise in arbitrations governed by the English Arbitration Act, the United Nations Model Law on International Commercial Arbitration, the Bermuda International Conciliation and Arbitration Act, the American Arbitration Association Rules, and the International Chamber of Commerce Rules as well as under various ad hoc and local arbitration rules, such as the ARIAS U.K. Rules and Lloyd’s Arbitration Scheme.

Wood & Lee represents insurers and reinsurers in arbitrations on complex coverage questions and involving significant exposure. The issues vary widely, but include questions of nondisclosure and misrepresentation in the formation of contracts and the interpretation of complex contract language. Arbitrations handled by our lawyers focus on insurance/reinsurance issues and concern all major classes of business, including general liability, professional liability (including D&O and financial institutions), brokers E&O, product liability, property, environmental liability, marine, cargo, satellites, personal accident and workers’ compensation reinsurance. Wood & Lee lawyers are involved in arbitrations arising from structured and captive insurance arrangements.

Wood & Lee lawyers have particular expertise in handling arbitrations arising under policies issued by the Bermuda insurance market, including under professional liability, property and most particularly under general liability policies written on the Bermuda Form.

Bermuda Form

Wood & Lee lawyers have been advising Bermuda Form insurers and acting for them in arbitrations and mediations. Wood & Lee provides a comprehensive service of the Bermuda Form market due to our international footprint. When loss cannot be resolved informally and proceeds to a Bermuda- or London-based arbitration, Wood & Lee is uniquely prepared to represent Bermuda Form insurers at this next step. Our team of lawyers are knowledgeable and experienced in the finer points of arbitrations.