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Andrew Westgate

Andrew Westgate is an environmental transactions attorney and one of the leading experts on regulatory issues and contractual structures for carbon credits and other environmental attributes. Andrew advises on the structuring, regulatory compliance, credit stacking, negotiation and drafting of contracts for carbon credits, and carbon capture and sequestration, including corporate structuring for such projects. 

Andrew draws on a wealth of experience working in carbon credit programs, including multi-party negotiations regarding extension of California’s cap-and-trade program and the creation of several first-in-the-market transactions for carbon credits and carbon offtake. Andrew employs a result-oriented and entrepreneurial approach to his work, which has been shaped by two years working in-house at a hedge fund.

In addition, Andrew advises on the environmental aspects of all types of transactions. This includes diligence and analysis of potential liabilities, negotiation and drafting of reps, warranties, and indemnities, and designing structures that isolate and address known environmental liabilities.
Bar admissions / Professional QualificationsNew York


  • More than 35 transactions relating to carbon credits, both voluntary and compliance, including buy-side and sell-side transactions, offtake agreements and project development agreements
  • Represented numerous hedge funds, investment banks, family offices and private investment companies on registration, structuring and compliance with the California Cap-and-Trade program and RGGI
  • A carbon-focused hedge fund on developing a fund structure to allow discretionary carbon credit trading on behalf of clients with independent ownership and holding limits, resulting in the largest asset management capacity in the WCI program (California-Quebec cap-and-trade)
  • A large petroleum company in several transactions including a joint-venture to capture carbon dioxide at two Texas ethanol plants to generate 45Q and LCFS credits, and a separate offtake from a gas processing facility
  • A large international midstream service provider in negotiating and drafting offtake and sequestration agreements for a planned carbon dioxide pipeline and injection hub in the Midwest
  • A Middle Eastern national oil company in connection with the development and financing of a that country’s largest carbon capture project
  • A private equity firm negotiating option agreements for carbon capture and offtake at several facilities in the Midwest and Eastern US
  • A large industrial company on the development, permitting, and structuring of a large CCS project in California, including a Class VI injection well
  • A large number of companies on various enforcement actions by the California Air Resources Board, including with respect to auction participation, holding limit and corporate association issues, carbon emissions reporting, SF6 emissions and carbon offset invalidation
  • A private equity sponsor in negotiation of an environmental buyout of a contaminated facility as part of a successful chapter 11 liquidation
  • An industry trade group on regulatory requirements applicable to CCS projects, and on the negotiation of AB 398 and AB 617, that extended the California cap-and-trade program through 2030
  • Chinese (Mandarin)
  • J.D., University of Wisconsin Law School, 2013
  • B.A., Philosophy, Dartmouth College, 2003


  • Panelist, "Institutional Investor Carbon Market Event hosted by Kraneshares", February 28, 2024
  • Speaker, “The Roles of Carbon Pricing, Incentives and Command-and-Control Regulation in U.S. Climate Policy,” Legal Service and Capacity Building on Climate Change Virtual Conference, February 25, 2023
  • Panelist, “Carbon Pricing, Methane Fees, Tax Credits and Command-and-Control Rules: What’s the Best Pathway to Regulate Climate Emissions?”, 74th Annual Energy Law Conference, February 17, 2023
  • Panelist, "NACW 2022: Carbon Capture, Utilization and Storage: Current Market Status and Outlook", April 23, 2022
  • Panelist, "NACW 2022: The Role of the Financial Community in Carbon Markets", April 22, 2022

Prior Experience

Prior to joining the firm, Andrew served AGC, Carbon for Clear Sky Advisers in New York, a US$1.7 billion AUM hedge fund investing in carbon credits. Andrew began his legal career in the environmental department of a major multinational law firm. Prior to law school, Andrew lived in Beijing and worked as an investment consultant.