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Email

nl334@cam.ac.uk

University Assistant Professor of Corporate Law

PhD (Cambridge), LL.M. (Cambridge), LL.B. (YSU)

Interests

Interests: Corporate Finance. Law and Economics. Economics of Deals. International Finance. Corporate Law. 

Methods: Economic analysis of law (including game theory). Doctrinal analysis. Leximetric data coding. Functional comparison of laws. Qualitative interviews.

Current project: "PRIVATE CAPITAL AND THE FIRM"

"Debt has changed significantly over the years, and because of the quantum leap in corporate finance, modern debt shares similar characteristics to equity. We need to re-evaluate the role of debt in the firm, its relationship with equity, and what this quantum leap means for the traditional legal and economic frameworks on corporate finance and governance. Is this investment really ‘debt’, or is it ‘equity’? Does it actually matter? Maybe it is just capital!"

Research centres and interest groups

CV / Biography

Dr Narine Lalafaryan is a University Assistant Professor of Corporate Law at the Faculty of Law, University of Cambridge, and a Fellow in Law at Pembroke College, University of Cambridge. Her research and teaching interests cover Corporate Finance, Law and Economics, Economics of Deals, International Finance, and Corporate Law.

Prior to joining Cambridge University as an Assistant Professor of Corporate Law, Narine was a Lecturer (Assistant Professor) in Corporate/Financial Law at UCL, Faculty of Laws; Hogan Lovells Scholar at the University of Cambridge, Faculty of Law; Harvard Law School (HLS) - University of Cambridge Visiting Scholar at HLS; Visiting Scholar to the Max Planck Institute for Comparative and International Private Law (Hamburg). Before embarking on her academic career, Narine was in private practice for a number of years, specialising in corporate law matters and, especially, corporate debt financing, with legal experience both in common law and in civil jurisdictions.

Narine’s recent law-and-finance paper "Orchestrating Finance with Material Adverse Changes?" (2022) Legal Studies, has won the Best Paper Prize award of the Society of Legal Scholar’s (SLS) Annual Conference. It is the first paper in this area of law to win the award since the establishment of the prize. The Society of Legal Scholars’ selection panel said that they were "...impressed with the originality and reach of Narine’s paper, which they felt makes an important contribution to scholarship in the field". Narine’s paper “Material Adverse Change Uncertainty: Costing a Fortune if Not Corporate Lives” (2021) Journal of Corporate Law Studies is the second most read paper of all time in the JCLS (7000+ downloads) and was featured on The Columbia Law School’s CLS Blue Sky Blog, The Oxford Business Law Blog, and mentioned by Professor Bainbridge’s Blog.

Narine holds a PhD in Law and Finance from the University of Cambridge, Faculty of Law (Sidney Sussex College). Her inter-disciplinary PhD thesis 'Uncertainty in Debt Finance: Reconceptualising Material Adverse Change Clauses' has won The York Prize of the University of Cambridge (2023), awarded by the Cambridge Law Faculty for a doctoral thesis of  "exceptional quality, which make a substantial contribution to a field of legal knowledge". For her PhD, she was also awarded three merit-based scholarships, including The Hogan Lovells Scholarship in collaboration with the Cambridge Law Faculty. Narine also holds a Master of Law (LL.M.) degree from the University of Cambridge, Faculty of Law (Clare Hall College), for which she was awarded 6 scholarships, including the Cambridge Trust Scholarship. She was also selected for the award of The Pegasus Scholar of The Honourable Society of The Inner Temple. Her prior experience also includes legal studies at the American University of Armenia (The Vartkess M. Balian Merit Award Nominee) and the Yerevan State University.

Narine is currently working on her book on ‘Material Adverse Change Clauses’, which will be published with Oxford University Press (forthcoming) and is based on her doctoral thesis. The book offers an in-depth systematic analysis of MAC clauses and inter-connected provisions in debt finance and in M&A deals, providing comparative data on English, Delaware, New York, and other US laws. She is also presently working on a Law and Finance project called “Modern Capital Providers and The Firm". This inter-disciplinary project re-evaluates foundational legal questions due to the changes in the corporate finance landscape over the past years (2007-2008 global financial crisis, COVID-19, 2023 banking crisis), in particular, with respect to the development of private markets and the substantial growth of alternative asset classes (e.g., private credit).

She is a Member of the Steering Committee of academic experts of Droit et Croissance - an independent research institute (think tank) that aims to promote growth in France through legal reform based on the economic analysis of law. Narine is also a Life Member of Clare Hall College, University of Cambridge.

PRIZES AND SCHOLARSHIPS:

  • The Yorke Prize 2023 of the University of Cambridge for PhD thesis 'Uncertainty in Debt Finance: Reconceptualising Material Adverse Change Clauses'
  • The Best Paper Prize 2021 of The Society of Legal Scholars (SLS) for 'Orchestrating Finance with Material Adverse Changes?'
  • The Hogan Lovells PhD Scholarship (full) in partnership with The Cambridge Law Faculty
  • Vicken I. Simonian Memorial Scholarship | Armenian Bar Association
  • University of Cambridge - Max Planck Institute (Hamburg) Scholarship
  • Cambridge Commonwealth, European and International Trust Scholarship
  • Pegasus Trust Scholarship, The Honourable Society of The Inner Temple
  • Clare Hall Scholarship, University of Cambridge
  • Ethel Jaffarian Duffet Scholarship | AIWA
  • Luys Foundation Scholarship
  • Soroptimist International of Europe Scholarship
  • Hirair and Anna Hovnanian Scholarship
  • AGBU Scholarship
  • The Vartkess M. Balian Merit Award of the AUA Best Graduate Student (LL.M. nominee)
  • AUA Scholarship for Academic Excellence
  • YSU full scholarship and stipend (re-selected every year)

Publications

 

Books

Material Adverse Change Clauses (Oxford University Press)), forthcoming

Published Forthcoming

Articles

"Private Credit: The Evolution of Corporate Finance and The Firm" University of Cambridge Faculty of Law Research Paper No. 25/2023

"Orchestrating Finance with Material Adverse Changes? (SLS Best Paper Prize Winner) (2022)" Lalafaryan, N. (2022). Orchestrating finance with Material Adverse Changes? Legal Studies, 42(1), 1-22.

Citation:
Lalafaryan, N. (2022). Orchestrating finance with Material Adverse Changes? Legal Studies, 42(1), 1-22.
DOI:
https://www.doi.org/10.1017/lst.2022.6
Published: Mar 2022

"Material Adverse Change uncertainty: costing a fortune if not corporate lives " (2021), Journal of Corporate Law Studies, 21:1, 39-84

Citation:
(2021), Journal of Corporate Law Studies, 21:1, 39-84
DOI:
https://doi.org/10.1080/14735970.2020.1781484
Published: Mar 2021

Blog Posts

Conference Papers

"Private Credit: The Evolution of Corporate Finance and The Firm " (LSE-BYU-EW-ECGI 2023 )

Conference:
LSE-BYU-EW-ECGI 2023
Published: Forthcoming

"Orchestrating Finance with Material Adverse Changes " (The 2021 Society of Legal Scholars Annual Conference | Banking & Financial Services Law | Main Programme )

Conference:
The 2021 Society of Legal Scholars Annual Conference | Banking & Financial Services Law | Main Programme
Published: Forthcoming