image of Susan TaylorSusan Taylor

Clayton Utz Partner , Melbourne T +61 3 9286 6145 https://www.claytonutz.com

Combining experience as an executive in a major ASX-listed electricity and gas network company, as well as in law firms in Australia, Asia and the US, Susan brings deep experience in regulated energy markets both in Australia and internationally.

Susan’s unique insight and understanding of regulatory frameworks are based on her instrumental role in developing early versions of many of the regulatory instruments that apply to the electricity and gas sectors across Australia, and advising policy makers and regulators on a wide range of complex energy regulatory matters over the past 20+ years.

Having led the in-house legal teams of major regulated industry participants – including Victoria’s electricity transmission/distribution network and gas pipeline owner/operator, AusNet Services, and innovative electricity retailer, Amber Electric – Susan has unrivalled expertise across the spectrum of matters that a utility faces, particularly in regulated electricity and gas markets: complex regulatory compliance and interpretation matters, commercial matters (including energy supply agreements, connection agreements, power purchase agreements and hedging contracts), M&A, restructures, capital raisings and reorganisations

As an external adviser to the sector, she has helped her clients manage their energy transition via renewable power projects, embedded network projects, stand-alone power systems, virtual power purchase arrangements and renewable energy products and compliance.

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Expertise

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Energy and Resources

Power & Utilities

Amber Electric: Prior to joining Clayton Utz, Susan was most recently General Counsel and Company Secretary of Amber Electric, a disruptor in the electricity retail space, where she:

  • established the legal and company secretarial functions for the Company;
  • managed successful applications to the AER, ESC and AEMO for registration/licences;
  • advised on, and effectively managed, successive capital raisings and an external business acquisition;
  • negotiated hedging contracts (ISDA format) and effectively managed clean/green energy obligations/certificates; and
  • established and implemented company policies and corporate governance framework, including the Company’s focus on ESG principles.

AusNet Services: As General Counsel and Company Secretary of AusNet Services for eight years, Susan managed all legal and regulatory matters for the Company. In her role, Susan:

 

  • guided the Company through the aftermath of the Black Saturday bushfire crisis of February 2009, including managing Royal Commission appearances and major class actions;
  • was heavily involved in preparing regulatory submissions to the Australian Energy Regulator (AER) for AusNet’s regulated revenue determinations (electricity transmission, electricity distribution and gas distribution), and conducted a successful appeal of AusNet Services’ Electricity Distribution Price Review determination of the AER;
  • rolled-out the Australian Privacy Principles training program and advised on privacy implications in the company’s metering business;
  • advised on corporate governance and managed the Company’s compliance requirements with ASX, ASIC and AFSL regulations, including the company’s continuous disclosure regime involving regular interactions with ASX and ASIC.

Electricity: Advised governments, electricity participants, regulators and proponents of major energy projects on:

 

  • regulatory reforms, including the regulatory reform and privatisation of Victorian State Electricity Commission, preparation of licences and codes of conduct for newly privatised businesses and establishing and advising the Victorian energy regulator;
  • establishment of competitive wholesale electricity markets in several Australian and international jurisdictions, including the National Electricity Market (NEM) of Australia, the Tasmanian Electricity Market (prior to Tasmania joining the NEM), the South Korean wholesale electricity market; the Philippines wholesale electricity and system market, the Singapore wholesale electricity market; and introduction of associated regulatory and system operation oversight bodies and rules, regulations and legislation;
  • adjustments to rules and regulations governing wholesale markets to:
    • enable the introduction of new forms of participation in the relevant market, such as the development of market interconnectors by TransÉnergie Australia (DirectLink and MurrayLink); and
    • correct anomalies, including the California ISO rules (post 2000 black-outs) as an adviser within the US Federal Energy Regulatory Commission;
  • preparation of regulatory submissions to influence the outcome of rule changes and to appeal against regulatory determinations, including the conduct of federal court appeals against such decisions;
  • potential solutions to systemic issues in State, Territory and national energy regulatory frameworks, including advising governments and shadow ministers on regulatory reforms and gaps within the regulatory framework;
  • a wide range of agreements supporting commercial energy transactions, including power purchase agreements, hedge contracts and connection agreements, including negotiation and drafting of these documents;
  • environmental products and compliance with Australia’s renewable energy requirements;
  • management of participation in demand-side bidding into energy markets (such as the process applicable in the PJM market in the eastern United States, as a partner of a major US law firm) involving securing financial incentives from the regulatory framework:
  • the rules for establishing stand-alone power systems in Western Australia;
  • managing the application process for registration as a participant in the Australian national energy market (both electricity and gas) and additional State prerequisites where applicable;
  • participation in and compliance with AEMO’s Reliability and Emergency Reserve Trader programs and registration and compliance with obligations for the provision of frequency control ancillary services; and
  • a wide range of other regulatory prerequisites for owning and operating assets in Australia’s electricity markets.

Gas: Advised a range of clients on gas pipeline commercial and regulatory issues, including:

  • acquisitions and disposals of gas pipelines and storage facilities, including LNG and storage facilities;
  • regulatory reforms and privatisations, including the regulatory reform and privatisation of the Victorian gas industry, including establishing VENCorp (Victoria’s gas system operator, whose functions were assumed by the Australian Energy Market Operator);
  • development and drafting of the Victorian Gas Market and System Operations Rules (which evolved into the National Gas Rules) in conjunction with senior management of Victoria’s gas industry, including all legal, regulatory and technical aspects of operation and administration of the Victorian gas pipeline system and interconnected state pipelines and facilities, including LNG and storage facilities, and associated legislation; and
  • negotiating and drafting commercial agreements, such as gas supply agreements, gas offtake agreements, and gas quality agreements.

Water: Held role as Company Director of East Gippsland Water Corporation, chaired the corporation’s Audit and Finance Committee and assisted the business with:

  • regulatory submissions on the corporation’s regulated revenue returns for ensuing five-year regulatory period; and
  • entry into a PPA with other water corporations to assist with achievement of environmental targets.

See Energy and Resources

Renewables

Various Clients: Advising on: 

  • virtual power generating projects (VPPs) using aggregated solar power;
  • obligations under clean energy laws and in relation to renewable energy certificates;
  • the development and connection of large-scale renewable energy projects including drafting and negotiating commercial energy agreements between network businesses and project proponents;
  • the development of renewable energy technologies, including carbon, capture and storage projects; and
  • state renewable energy credits arrangements.

See Renewables

Climate Change and Sustainability

Various Clients: Advising on: 

  • obligations under clean energy laws and in relation to renewable energy certificates;
  • the development of renewable energy technologies, including carbon, capture and storage projects; and
  • state renewable energy credits arrangements.

See Climate Change and Sustainability

Natural Disasters and Crisis Management

AusNet Services: Guided the company through the aftermath of the February 2009 Black Saturday bushfire crisis, including management of major Royal Commission appearances by staff witnesses and three of Australia’s largest class actions, resulting in no-liability settlements of all matters.

Confidential Client: Advising on Victoria’s Reliability and Emergency Reserve Trader (RERT) Program.

See Natural Disasters and Crisis Management

Corporate Governance

Highlights

  • Roles as Company Secretary of ASX-listed companies with deep understanding of corporate governance issues, ASX Listing Rules, Corporations Act requirements and AFSL compliance.
  • Experienced chair and member of corporate Audit Committees.
  • Experience as member of Executive Leadership Teams in listed and start-up corporations.
  • Front-line participation and management in capital raisings for listed and start-up corporations.
  • Led the creation of risk management frameworks and development of risk appetite statements and compliance frameworks within several heavily regulated companies.

AusNet Services: registered as Company Secretary with ASIC responsible for:

  • management of Board and Committee processes involving complex corporate governance issues associated with Board representatives of major foreign sovereign stakeholders (Singapore Power and State Grid of China);
  • management of governance arrangements across the listed Group, including communications with Directors and senior management, administration of Board and Committees and managing all corporate governance responsibilities of ASX-100 company, including management of continuous disclosure regime;
  • conduct of Annual General Meetings;
  • compliance with ASX Listing Rules and Corporations Act; and
  • accountability for compliance regime across listed Group.

Equity Trustees: registered as Company Secretary with ASIC responsible for managing corporate governance and Corporations Act obligations for parent company and numerous subsidiaries and trust funds.

Amber Electric: registered as Company Secretary with ASIC; established corporate governance frameworks and risk management frameworks for the company; managed capital raisings in early-stage funding rounds.

Royal Flying Doctor Service (Vic): held role as Board Director and member of Audit and Risk Committee; assisted the company with establishment of comprehensive risk management framework.

See Corporate Governance

Corporatisation and Privatisation

State of Victoria: Played a leading role in the regulatory reform and privatisation of the State Electricity Commission of Victoria and the Gas and Fuel Corporation of Victoria, including:

  • the establishment of VENCorp, the industry’s former independent system operator;
  • the establishment of the Office of the Regulator-General (now the Essential Services Commission);
  • development of supporting legislation, regulations and industry rules and codes; and
  • assisted corporatised State-owned entities with development and embedding of initial regulatory compliance and reporting frameworks.

KEPCO: Led the regulatory team responsible for preparing South Korea for the introduction of a competitive wholesale electricity market, including establishment of government-owned market operator company and drafting the new wholesale electricity market rules and advising on competition issues.

See Corporatisation and Privatisation 

Knowledge

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