CURRICULUM VITAE OF EILÍS FERRAN - Faculty of Law ...

Personal details
CURRICULUM VITAE OF EILÍS FERRAN
Name: Eilís Veronica Ferran, MA, PhD, Solicitor
Work addresses: Law Faculty, University of Cambridge, 10 West Road, 00 44
1223 330033 (tel: general switchboard),
St Catharine’s College, Cambridge, 01223 338335 (tel:
direct), 00 44 1223 338340 (fax)
Email: evf1000@cam.ac.uk
Degrees and professional qualification
Degrees: PhD, University of Cambridge, 1992
BA, University of Cambridge 1983 (Law Tripos First Class
with Distinction)
Professional: Admission to the Roll of Solicitors, 1986
Employment (Law Faculty, Cambridge University unless otherwise stated)
Current: Professor of Company and Securities Law (2005 – date)
Fellow, St Catharine’s College Cambridge
(Fellow 1987 ­ date; Director of Studies 1988 ­ 2010; Tutor
1999 – 2000)
Previous: Reader in Corporate Law and Financial Regulation (2000 – 2005)
University Lecturer, (1991 – 2000)
University Assistant Lecturer, (1988–1991)
Director of the Centre for Corporate and Commercial Law,­
(April 1999 – September 2003); Co­Director (January 2006 ­
2010)
, Co­Director (
Assistant Director, Centre for Corporate and Commercial
Law, (1997–1999)
College Lecturer, St Catharine’s College, Cambridge (1986–
1988)
Trainee Solicitor, Clifford Chance, solicitors (1984–1986)
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Degrees and professional qualification
Degrees PhD, University of Cambridge, 1992, (by special regulations)
BA, University of Cambridge 1983 (Law Tripos First Class
with Distinction)
Professional Admission to the Roll of Solicitors, 1986
Editorial roles
Editor Journal of Corporate Law Studies (with J Armour, J lau Hansen, R Nolan
and J Payne)
International Corporate Law and Capital Market Regulation
(CUP monograph series) (with HE Jackson and N Moloney)
European Corporate Governance Institute Law Working
Papers Series
Editorial advisory
boards University of Queensland Law Journal
Irish Jurist
Company Lawyer
International and Comparative Corporate Law Journal
Journal of International Banking Regulation
Cambridge University Press Law Practitioners Series (to
2009)
Czasopismo Kwartalne Całego Prawa Handlowego,
Upadłościowego Oraz rynku Kapitałowego (Law quarterly for
commercial, insolvency and capital market law (Poland))
Peer review Peer reviewer for CUP, OUP, Edward Elgar, Oxford Journal
of Legal Studies, Cambridge Law Journal, Journal of Corporate
Law Studies
Rapporteur Company Law Cases, Cambridge Law Journal (to 2003)
Visiting Academic Positions
1. Visiting professor, Harvard Law School, USA (July – Aug 2010)
2. Visiting professor, Law Faculty, University of Auckland, New Zealand (July
– August 2009)
3. Chapman Tripp Fellow, Victoria University, Wellington, New Zealand, July
– August 2004
4. Visiting professor, Hong Kong University, April 2002
Distinctions
European Corporate Governance Institute Research Associate
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Academic committees, boards etc
1. Manager, Cambridge Endowment for Research in Finance
2. Manager, Cambridge Finance (to 2010)
3. Elector, Sir Evelyn de Rothschild Professorship of Finance (2009/10)
4. Academic Secretary, Faculty Board of Law (1995­97)
5. Membership of Faculty Board, Senior Academic Promotions Committee,
Appointments Committee, Research Committee and other Law Faculty
Committees at various times
6. Chair of Law Tripos, Part II, 2006­2008
7. Law Faculty Harvard Link Co­ordinator (2006­date)
8. Trustee/Director, Margaret Beaufort Institute of Theology
Consultancies, advisory work and external committees
1. Member of Group of High Level Legal Experts convened by CESR to advise
on legal issues arising out of the de Larosiere Report (March 2009)
2. Academic adviser to IBA Task Force on extraterritorial securities regulation
(June – September 2007)
3. Adviser to the Department of Trade and Industry on the new Companies Bill
(2002 – 2003)
4. Co­opted member of the UK Law Society Company Law Committee (2001 –
2003)
5. Legal consultant to Herbert Smith, solicitors (2003 – date)
6. Member of Advisory Board, LBFK Program in Law, Business and Finance in
Korea (2002 – 2006)
7. Adviser to the Seoul National University College of Business Administration
Asian Board of Global Directors Project (2003 – 2006)
8. Adviser to members of Hong Kong Legislative Council on financial services
reform (April 2001)
9. Special adviser to HC Select Committee on Education and Employment for its
Inquiry into Higher Education (2000­1)
10. Adviser on international financial regulation to DTI inspectors on Mirror Group
Newspapers (January – February 2001) (report published April 2001)
11.Special adviser to the Parliamentary Joint Committee on the Draft Financial
Services and Markets Bill (April – June 1999)
12.Member of the Advisory Committee on research project ‘A Proposal for the
Creation of a World Financial Authority’ (Project directors: John Eatwell
(Faculty of Economics and Politics) and Lance Taylor (Director of Center for
Economic Policy Analysis, New School for Social Research, New York. UK
element of project based in Judge Institute of Management, Cambridge
University) (1999­2000)
13.Legal consultant to Slaughter and May, solicitors (1989 – 2000)
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Selected recent guest lectures, seminars and conference participation
1 Roundtable discussion, ALI Conference on Cross Border Mergers &
Acquisitions, New York, July 2010
2 Understanding the New Shape of Financial Market Supervision in Europe,
paper presented at conference on “Financial Regulation and Supervision in
the New Financial Architecture”, Taormina, June 2010
3 Examining Credible Enforcement, Panel Discussion, FSA Annual Enforcement
Conference, June 2010
4 Corporate Attribution, paper presented at “Lord Hoffmann’s contribution to
company law” seminar at London School of Economics, February 2010
5 Soft Institutions and Hard­Edged Power: What Role for the European
Systemic Risk Board?, paper presented at European Central Bank, January
2010
6 Are US Style Investor Suits Coming to the UK?, paper presented at
conference on civil enforcement in securities law, Cambridge University,
March 2009
7 The EU as an Exporter of Regulatory Ideas in the Financial Markets, paper
presented at the Bristol University EC­International Law Forum, March 2009
8 Principles­based Regulation and Enforcement, paper presented at
“Perspectives in Company Law and Financial Regulation”, conference in
honour of Eddy Wymeersch, December 2008
9 European Harmonization of Securities Law: emerging issues, Invited Lecture,
Instituto dos Valores Mobiliários, Faculdade de Direito, Alameda da
Universidade. Lisbon, April 2008
10 Capital Market Competitiveness and Regulation, 6 hour lecture series,
University of Luxembourg ­ Master 2 in European Banking and Financial Law,
April 2008
11 Principles, Rules and Legal Certainty, paper presented at ‘Principles v. Rules
in Financial Regulation’, Cambridge Finance conference, Judge Business
School, Cambridge, April 2008
12 Comparing enforcement styles: SEC v FSA, paper presented at European
Policy Forum seminar, London, March 2008
13 Legal Certainty and Capital Markets, paper presented at ‘Markets, justice and
legal ethics: debating professional values for the 21st century’, The Law
Society, Cambridge forum, March 2008
14 Enforcement intensity, commentator at conference ‘75th Anniversary Berle­
Means Revisited: A 21st Century Reconsideration of The Modern Corporation
and Private Property’, Columbia law School, N.Y, December 2007
15 Non­enforcement led oversight of capital markets, invitation­only round table
discussion, American Law Institute & European Corporate Governance
Institute Transatlantic Corporate Governance Dialogue, Securities and
Exchange Commission, Washington, D.C., October 2007
16 Modified Application of US Securities Law to Foreign Firms, roundtable
discussion, Columbia Law School, N.Y., April 2007
17 Transatlantic Financial Services Regulatory Dialogue’ PLI’s 6 th Annual Institute
on Securities Regulation in Europe, London, 16 January 2007
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Publications
A: Books
1 Principles of Corporate Finance Law (OUP, 2008, 576 pp)
2 Current Law Annotated Guide to the Companies Act 2006 (gen. ed, Morse,
various contributors) (Sweet & Maxwell, 2007)
3 Building an EU Securities Market (Cambridge University Press, 2004) (xxi +
304 pp)
4 Boyle and Birds Company Law (Jordans, 2000) (with Boyle, Birds and Villiers)
5 Company Law and Corporate Finance (OUP, 1999) (lxiii + 658 pp) (reviewed
Corporate Governance International (2000)
6 Mortgage Securitisation – Legal Aspects (Butterworths, 1992) (xxiii + 238 pp)
(reviewed [1993] LMCLQ 424, (1992) 7 (12) JIBL 526, (1992) 7 BJIBFL 382)
(cited by Court of Appeal in Paragon v Pender (2005)
7 Guide to the Financial Services Act 1986 (CCH, 2 nd edn, 1989) (with Rider and
Abrams) (xxvi + 601 pp)
Edited
8 Ferran and Goodhart (eds) Regulating Financial Services and Markets in the
21 st Century (Hart Publishing, 2001) (reviewed THES 25 January 2002, 30,
(2002) 10 (3) JFR& C 300, [2002] PL 813)
Loose­leaf
9 Palmer’s Company Law (Sweet & Maxwell) (responsible for Pt 4 (share
capital) and Pt 6.5 (financial assistance)) (regular updates)
10 British Company Law and Practice (gen. ed.Sealy) (Sweet & Maxwell)
(responsible for public offers and prospectuses)
B: Articles
11 ‘Corporate Attribution and the Directing Mind and Will’ (2011) 127 LQR
(forthcoming, April 2011)
12 ‘Can Soft Law Bodies Be Effective? The Special Case of the European
Systemic Risk Board’ [2010] European Law Review (forthcoming, December
2010). Related working paper available at:
http://ssrn.com/abstract=1676140
13 ‘Are US­Style Investor Suits Coming to the UK?’ [2009] Journal of Corporate
Law Studies 315­348. Working paper version available at
http://ssrn.com/abstract=1436333
14 ‘What’s Wrong with Rights Issues’ (2008) 2 Law and Financial Markets
Review 523 – 536. Working paper version available at http://papers.ssrn.com/
sol3/papers.cfm?abstract_id=1290717
15 ‘Non­Enforcement­led Public Oversight of Financial and Corporate
Governance Disclosures and of Auditors’ [2008] Journal of Corporate Law
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Studies 191 – 224 (co­authored with K Cearns). ECGI ­ Law Working Paper
No. 101/2008 Available at SSRN: http://ssrn.com/abstract=1111779
16 Final Report of the Securities Law Subcommittee of the Task Force on
Extraterritorial Jurisdiction of the International Bar Association (co­authored
with M RTayhar, H Jackson and E Pan), July 2008, 271 – 300. Available at
SSRN: http://ssrn.com/abstract=1109061
17 ‘Capital Market Competitiveness and Enforcement’ (working paper April 2008).
Available at SSRN: http://ssrn.com/abstract=1127245
18 Are the Lamfalussy Regulatory Networks Working Successfully? (European
Policy Forum, 2007), 22pp (with D Green)
19 ‘Regulation of Private Equity­Backed Leveraged Buyout Activity in Europe’,
ECGI Law Working Paper 084/2007 May 2007 Available at SSRN:
http://ssrn.com/abstract=989748 and in Rivista delle società (2008)
20 ‘Cross­border Offers of Securities in the EU: The Standard Life Flotation’,
[2007] European Company and Financial Law Review 461­490. Working
paper version available at SSRN: http://ssrn.com/abstract=955252
21 ‘Transatlantic Financial Services Regulatory Dialogue’ [2006] European
Business Organization Law Review 647 – 673 (with K. Alexander, H. Jackson
& N Moloney). Harvard Law and Economics Discussion Paper No. 576
Available at SSRN: http://ssrn.com/abstract=961269
22 ‘The Company Law Reform in the UK – a Progress Report’ (2005) 65 Rabels
Zeitschrift fuer auslaendisches und internationales Privatrecht 629 ­ 657
23 ‘The Place for Creditor Protection on the Agenda for Modernisation of
Company Law in the European Union’ [2006] European Company and
Financial Law Review 178 – 221
24 ‘Simplification of European Company Law on Financial Assistance’ [2005]
European Business Organization Law Review 93 ­ 99
25 ‘Financial Assistance: Changing Policy Perceptions but Static Law’ [2004]
Cambridge Law Journal 225 – 243.
26 ‘The Role of the Shareholder in Internal Corporate Governance: Enabling
Shareholders to Make Better­informed Decisions’ [2004] European Business
Organization Law Review
27 ‘Examining the UK Experience in Adopting the Single Financial Regulator
Model’ (2003) 28 Brooklyn Journal of International Law 257­307
28 ‘Dispute Resolution Mechanisms in the UK Financial Sector’ [2002] Civil
Justice Quarterly 135­155 (also published in a report to the Korean Stock
Exchange, Self­Regulation in the Korean Securities Market Korean Securities
Law Association, 2002)
29 ‘Corporate Law Codes and Social Norms ­ Finding the Right Regulatory
Combination and Institutional Structure’ [2001] Journal of Corporate Law
Studies 381­409
30 ‘Company Law Reform in the UK’ (2001) 5 Singapore Journal of International
and Comparative Law 516­568 and SLH Phua (ed), Current Developments in
Financial Regulation and Capital Markets (Butterworths, 2002) ch 12
31 ‘Litigation by Shareholders and Reflective Loss’ [2001] Cambridge Law
Journal 245­247
32 ‘Fixed Charges on Book Debts ­ the Story Continues’ [2000] Cambridge Law
Journal 456­458
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33 ‘FSA Accountability and the Role of Statutory Immunity’ (2000) 1 Financial
Services Bulletin 9­12
34 ‘Creditors’ Interests and “Core” Company Law (1999) 20 Co Law 314­323
35 ‘Shareholder Remedies: The Law Commission’s Report’ [1998] CfiLR 235­47
36 ‘Shareholders’ Rights and Remedies’ [1997] CfiLR 162­171 (with S Deakin
and R Nolan)
37 ‘The Decision of the House of Lords in Russell v Northern Bank Limited’
[1994] CLJ 343­366
38 ‘Timing Requirements of the Companies and Insolvency Legislation’ [1994]
CLJ 37­38
39 ‘Reform of the Law on Corporate Capacity and Directors’ Authority (1992) 13
Co Law 124­8, 177­83
40 ‘Form and Substance in Financing Transactions’ [1992] CLJ 434­436
41 ‘Asset­backed Securities and the Risk of Insolvency’ (1992) 7(8) BJIB&FL
357­60
42 ‘Registration of Company Charges – The New Regime’ [1991] JBL 152­69
(with C Mayo)
43 ‘The Benefit of Warranties in Bond Issues’ (1990) 11 Co Law 163­70
44 ‘Lean Pickings for Unsecured Creditors’ [1990] CLJ 223
45 ‘The Takeover Panel, the DTI and the Courts’ [1989] CLJ 349­52
46 ‘Australian Insolvency Law Reform’ (1988) 9 Co Law 103
47 ‘Registration of Company Charges: Proposed Reforms’ (1988) 9 Co Law 101
48 ‘The Duties of an Administrative Receiver to Unsecured Creditors’ (1988) 9
Co Law 58­61
49 ‘Insider Trading and Public Disclosure’ [1988] CLJ 160
50 ‘Floating Charges – the Nature of the Security’ [1988] CLJ 213­37
51 ‘Priorities and Floating Charges’ [1988] CLJ 31­3
52 ‘Further Deductions from Wages for Industrial Action’ [1987] CLJ 412­4
C: Publications – Chapters
53 ‘Three Recent Developments in Auditors’ Liability’ in Festschrift für Klaus J
Hopt zum 70 Geburtstag (Verlag Walter de Gruyter, 2010, forthcoming)
54 ‘Capital Market Openness After Financial Turmoil’, forthcoming in P Koutrakos
and M Evans (eds) Beyond the Established Orders – Policy interconnections
between the EU and the rest of the world (Hart Publishing, 2010). Working
paper version available at
http://ssrn.com/abstract=1436143
55 ‘Enforcement of Insider Dealing Laws’ in J Armour and J Payne (eds),
Rationality in Company Law: Essays in Honour of DD Prentice (Hart
Publishing, 2009) 57 ­ 70
56 Principles­based, risk­based regulation and effective enforcement’ in M Tison
(ed), Perspectives in Financial Regulation (CUP, 2009) 427 ­ 448
57 ‘The Role of the Shareholder in Internal Corporate Governance’ in Ferrarini,
G, Hopt, KJ, Winter, J and Wymeersch, E (eds) A Modern Regulatory
Framework for Company and Takeover Law in Europe (OUP, 2004), 417 ­ 454
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58 ‘Legal Capital and the Pressure of the Securities Markets’ in K Hopt and E
Wymeersch (eds) Capital Markets and Company Law (OUP, 2003), 115 ­ 144
59 ‘Company Law Reform in the UK’ in Developments in Financial Regulation
and Capital Markets (see also B4 above)
60 ‘Recent Developments in Unsecured Debt Subordination’ in Rider, BAK (ed),
The Realm of Company Law (1998) 199­215
61 ‘Raising Capital’ section in CCH Financial Services Reporter (gen ed Rider)
(loose­leaf) (10­500 – 13­930)
62 ‘Company Law Section’ in All England Law Reports Annual Review 1997, 47­
63
63 ‘Company Law Section’ in All England Law Reports Annual Review 1996, 47­
77
64 ‘Company Law Section’ in All England Law Reports Annual Review 1995, 73­
93
65 ‘The Public Offers Directive and Problems of Implementation’ in Andenas, M,
and Kenyon­Slade, S (eds), EC Financial Markets Regulation and Company
Law (1993) 103­109
66 ‘Legal Issues Relating to Securitisation’ in Shaw (ed), International
Securitisation (1991) 236­258 (with S Robinson)
D: Publications – Book Reviews
[2007] Journal of Corporate Law Studies (forthcoming); [1999] CLJ 655;
[1993] CLJ 528; [1991] LMCLQ 129­30; [1991] CLJ 192­3; [1990] CLJ 544­
5; [1990] CLJ 369­71; [1989] CLJ 329; [1988] CLJ 511­2; [1988] CLJ 489­
90; [1988] CLJ 325­6
E: Work in Progress
‘The Failure of the Financial Services Authority to Survive the Financial Crisis’
(14,000 word article, 1 st draft complete September 2010)
Understanding the Shape of The New Institutional Architecture of EU Financial
Market Supervision (20,000 word book chapter, complete draft but requires light
revision following European Parliament approval of relevant legislative
instruments in September 2010)
Re­regulation of the Financial Markets: Policy Opportunities and Opportunism
(research project intended to result in a series of articles or a monograph, bulk of
research to be conducted during sabbatical leave for academic year 2010/11;
research proposal available)
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