Jeffrey A. Smith, Partner New York
JASmith@crowell.com
Phone: +1 212.895.4260
590 Madison Avenue
20th Floor
New York, NY 10022-2544

Jeffrey A. Smith is a partner in the New York office of Crowell & Moring and is a member of the firm's Environment & Natural Resources and Corporate groups. In addition to working on matters relating to financings, underwritings and mergers and acquisitions across industries on a national and international level, Jeff provides day-to-day counseling on environmental management and corporate governance issues, environmental issues of interest to the SEC, shareholder relations involving environmental matters and environmental litigation.

Among the transactions in which Jeff has recently participated are:

  • Representation of the underwriters in connection with two registered debt offerings by Air Products and Chemicals, Inc. totaling US $750 million.
  • Representation of Ashland Inc. in connection with the sale of its global distribution business, Ashland Distribution, to Nexeo Solutions, LLC, an affiliate of TPG Capital.
  • Representation of a NYSE-listed airline in connection with its merger with another NYSE-listed airline.
  • Representation of a hedge fund in connection with the financial implications of the Deepwater Horizon disaster and ongoing cleanup.
  • Representation of the underwriters in connection with the US$450 million registered debt offering of Ralcorp Holdings, Inc., which manufactures, distributes and markets Post branded cereals and other food products.
  • Representation of World Fuel Services Corporation, a leading global fuel logistics company, in a US$200 million registered offering of common stock on the New York Stock Exchange.
  • Representation of American Water Works Company, Inc., the largest investor-owned U.S. water and wastewater utility company, in connection with its US$775 million and US$516 million secondary offerings of common stock.
  • Representation of Bristol-Myers Squibb Company in connection with its US$2.4 billion acquisition of Medarex Inc.
  • Representation of a hedge fund in connection with the bankruptcy and reorganization of a U.S.-based coal company.
  • Representation of Nestlé S.A. in connection with its US$39 billion agreement to sell its stake in Alcon, Inc. to Novartis AG.

Prior to joining Crowell & Moring, Jeff was a partner at Cravath, Swaine & Moore LLP, where he founded the environmental practice group, in addition to serving a five-year term as the firm's managing partner (administration). Jeff has been repeatedly cited as one of the country's preeminent environmental practitioners by, among others, Chambers USA: America's Leading Lawyers for Business since 2007; The Best Lawyers in America since 2007; PLC Which Lawyer? The Legal 500 in 2011; and Who's Who Legal: The International Who's Who of Environmental Lawyers.

Jeff frequently speaks on environmental issues, including guest lectures at Harvard, Columbia, Penn, Georgetown, NYU and Pace law schools. He was the first Chairman of the ABA's Special Committee on Environmental Disclosure and testified before the Senate Subcommittee on Securities, Insurance and Investment regarding potential SEC requirements for disclosure relating to climate change, leading up to the SEC's 2008 Guidance Memorandum on this issue. He has written a chapter on SEC disclosure issues in real estate transactions in the ABA book Environmental Issues in Real Estate Transactions, chapters on SEC disclosure and officers' and directors' fiduciary obligations for the ABA treatise Global Climate Change and U.S. Law, articles in the Review of Securities and Commodities Regulation, the Carbon and Climate Law Review and the Capital Markets Law Journal on corporate disclosure relating to climate change, an article on the implications of global warming on business transactions, published in the N.Y.U. Journal of Law and Business, and a series of articles on climate change in the U.S. courts, published in Environmental Liability.

Jeff received an A.B. cum laude from Harvard University in 1974 and a J.D. from the University of Pennsylvania in 1981, where he was a legal writing instructor and president of the Environmental Law Society.



Affiliations

Admitted to practice: New York

Professional Activities and Memberships:

  • Member, The American Bar Association Section of Environment, Energy, and Resources (since 2002)
  • Member, Board of Directors, Environmental Advocates of New York (since 2009)
  • Member, Advisory Board, Climate Disclosure Standards Board (since 2007)
  • Member, Advisory Board, Sustainability Accounting Standards Board
  • Chairman, ABA Special Committee on Environmental Disclosure (2003-2007)
  • Co-Chairman, Board of Directors, Adams Street Foundation (2005-2014)
  • Member, Board of Directors, The Urban Assembly (since 2005); Chairman (2014)
  • Member, The Fellows of the American Bar Foundation (since 2007)
  • President, Lenox School Alumni Association (1995-2008)
  • President, Board of Directors, Bolivar Apartment Corporation (2006-2009)


Speeches & Presentations

  • "Materiality and the Reasonable Investor," Sustainability Accounting Standards (2013). Speaker: Jeffrey A. Smith.
  • "Breakfast Roundtable: Spotlight on ESG Disclosure and US Securities Law," Sustainability Accounting Standards Board (2013). Speaker: Jeffrey A. Smith.
  • "Non-Renewable Resources Sector Delta Series," Sustainability Accounting Standards Board (2013). Speaker: Jeffrey A. Smith.
  • "Materiality, Markets and the Tower of Babel," Sustainable Brands Conference (2013). Speaker: Jeffrey A. Smith.
  • "Environmental Disclosure Issues," Pace Law School (Annually, since 2008). Speaker: Jeffrey A. Smith.
  • "Transparency: Quality vs. Quantity," Net Impact Conference, (2010). Speaker: Jeffrey A. Smith.
  • "Recent Developments in Environmental Disclosures," Practicing Law Institute, (2010). Speaker: Jeffrey A. Smith.
  • "Climate Change Disclosure Issues - Directors’ and Officers’ Fiduciary Duties," Georgetown Law School (April 2008 and 2009). Speaker: Jeffrey A. Smith.
  • "Practicing Environmental Law in the Age of Obama," Columbia Law School (February 18, 2009). Speaker: Jeffrey A. Smith.
  • "Climate Change and the Practice of Law," Harvard Law School (January 17, 2009). Speaker: Jeffrey A. Smith.
  • "Climate Change Panel," Council for Institutional Investors, (2009). Speaker: Jeffrey A. Smith.
  • "Climate Change: Disclosure and Fiduciary Duties, Trends and Strategies" ALI-ABA, (2009). Speaker: Jeffrey A. Smith.
  • "Energy and the Environment: Empowering Consumers as Investors: Disclosure of Climate Risk," Hofstra Law School (2009). Speaker: Jeffrey A. Smith.
  • "Supply Chain Contracting," Vanderbilt Law School (October 30, 2008). Speaker: Jeffrey A. Smith.
  • "What Your Board Should Know…Officers’ and Directors’ Fiduciary Duties and Corporate Environmental Disclosure," Society of Corporate Secretaries & Governance Professionals (2008). Speaker: Jeffrey A. Smith.
  • "Officers’ and Directors’ Fiduciary Duties and Corporate Disclosure Obligations," ALI-ABA, (2008). Speaker: Jeffrey A. Smith.
  • "Environmental Law in Commercial Transactions," Pace Law School (December 5, 2007). Speaker: Jeffrey A. Smith.
  • Testimony given before the U.S. Senate Committee on Banking, Housing, and Urban Affairs, Subcommittee on Securities, Insurance, and Investments, Washington, D.C. (October 31, 2007). Speaker: Jeffrey A. Smith.
  • "Climate Change Disclosure: Obligation and Experience," ELI Climate Change Conference (2007). Speaker: Jeffrey A. Smith.
  • "Global Warming: Climate Change and the Law Officers’ and Directors’ Fiduciary Duties and Disclosure Obligations," ALI-ABA (2007). Speaker: Jeffrey A. Smith.
  • "Material and Mandatory: The Future of Corporate Reporting? - Directors’ and Officers’ Fiduciary Duties and Disclosure Obligations," Ceres Conference (2007). Speaker: Jeffrey A. Smith.
  • "Carbon Disclosure and Renewable Energy," ACORE (2006). Speaker: Jeffrey A. Smith.
  • "Global Warming in the Pacific Northwest: Consequences and Choices," The Seminar Group (2006). Speaker: Jeffrey A. Smith.
  • "Convergence of Environmental Practices and Standards in Cross-Border Transactions: Why Local Matters Less," ABA Spring Meeting (2006). Speaker: Jeffrey A. Smith.
  • "Sarbanes-Oxley and EMS," EPA/EMS (2005). Speaker: Jeffrey A. Smith.
  • "Disclosure Issues in the Sustainable Development Arena," The Conference Board (2005). Speaker: Jeffrey A. Smith.
  • "Climate Change Disclosure in the Natural Gas Industry," INGAA Conference (2005). Speaker: Jeffrey A. Smith.


Publications

  • "Perils and Pitfalls of Public Co. Enviro Disclosure," Law360 (March 21, 2014). Author: Jeffrey A. Smith.
  • "Municipal Control of Hydrofracking in the U.S.: 'The Little Engine That Might,'" Environmental Liability - Law, Policy and Practice (2013). Co-Authors: Jeffrey A. Smith and Danielle Sugarman.
  • "Home Rule: The Grass-Roots Story That Will Shape the Hydraulic Fracturing Map," Bloomberg BNA Daily Environment Report (October 24, 2013). Co-Authors: Jeffrey A. Smith, Danielle Sugarman, and Preetha Chakrabarti.
  • "Sustainability Disclosure: Proxy Exclusion & The Impact of SEC's Decision In PNC Financial," Washington Legal Foundation, Contemporary Legal Note Series, No. 72 (May 2013). Co-Authors: Jeffrey A. Smith, Danielle Sugarman, and Robert J. Stein; Research Assistant: Preetha Chakrabarti.
  • "Dodd-Frank and the Environment: From the Belly of the Trojan Horse," Environmental Liability - Law, Policy and Practice, Vol. 20, Issue 4 (2012). Co-Authors: Jeffrey A. Smith, Danielle Sugarman, and Robert J. Stein; Research Assistant: Preetha Chakrabarti.
  • "Environmental Disclosure Requirements Under Securities Law (Chapter 18), Environmental Aspects of Real Estate Transactions From Brownfields to Green Buildings," (ABA 3rd ed.) (2011). Author: Jeffrey A. Smith.
  • "Environmental Disclosure Requirements Under Securities Law (Chapter 18), Environmental Aspects of Real Estate Transactions From Brownfields to Green Buildings," (ABA 3rd ed.) (2011).
  • "Early Effects of SEC’s Climate Disclosure Release," Law360 (December 3, 2010). Author: Jeffrey A. Smith.
  • "SEC Interpretive Release on Climate Change Disclosure," Vol. 43, No. 7, The Review of Securities & Commodities Regulation (2010). Author: Jeffrey A. Smith.
  • "The SEC’s Interpretive Release on Climate Change Disclosure," Vol. 4, No. 2, Carbon & Climate Law Review (2010). Author: Jeffrey A. Smith.
  • "The Emerging Framework of Climate Change Disclosure," Issue 6, Vol. 17, Environmental Liability, LawText Publishing (2010). Author: Jeffrey A. Smith.
  • "Adaptation: Fostering Progress Through Law and Regulation," Vol. XVII, N.Y.U. Environmental Law Journal (2010). Author: Jeffrey A. Smith.
  • "A Climate Change Trilogy - Connecticut v. AEP, Comer v. Murphy Oil and Kivalina v. ExxonMobil Corp. - Just the Beginning, or the Beginning of the End?," Issue 4, Vol. 17, Environmental Liability, LawText Publishing (2009). Author: Jeffrey A. Smith.
  • "Climate Change Disclosure: Moving Towards A Brave New World," Vol. 3, No. 4, Capital Markets Law Journal (2008). Author: Jeffrey A. Smith.
  • "Climate’s Impact on Securities Disclosures," Vol. XXXVIII, No. 2, The Environmental Law Reporter (2008). Author: Jeffrey A. Smith.
  • "Disclosure of Climate Change Risks and Opportunities," Vol. 41, No. 1, The Review of Securities & Commodities Regulation (2008). Author: Jeffrey A. Smith.
  • "Boardroom Climate Change," The New York Law Journal (2007). Author: Jeffrey A. Smith.
  • "Massachusetts v. EPA: The Way Forward on Climate Change Regulation in the U.S.," Issue 3, Vol. 15, Environmental Liability, LawText Publishing (2007). Author: Jeffrey A. Smith.
  • "Disclosure Issues (Chapter 13) and The Fiduciary Duties of Officers and Directors (Chapter 14)," Global Climate Change and U.S. Law (2007). Author: Jeffrey A. Smith.
  • "The Implications of the Kyoto Protocol and the Global Warming Debate for Business Transactions," Vol. 1, N.Y.U. Journal of Law & Business (Spring 2005). Author: Jeffrey A. Smith.


Client Alerts & Newsletters



In the News

  • Crowell & Moring Snags Cravath Environmental Partner
    January 12, 2012 — Law360

    New York-based partner Jeffrey A. Smith has joined Crowell & Moring’s Environment & Natural Resources and Corporate groups in New York.

    In an interview with The American Lawyer, Smith said that “he faced a ‘difficult choice’ about whether to leave Cravath, but that his ‘entrepreneurial spirit’ couldn't resist what he calls the ‘diversity of opportunity’ presented by Crowell's offer to join its corporate and environmental and natural resources practice groups.”

    Placements announcing Smith's arrival have also included the New York Times, Reuters, Law360, ABA Journal, E&E News, Am Law Daily, New York Law Journal, and others.



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Jan.11.2012 Jeffrey Smith Joins Crowell & Moring’s New York Office to Bolster Environmental and Corporate Practices
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