Biography

Geneviève Helleringer is a member of the Law Faculty and a research fellow of Lady Margaret Hall.  She is also an Law Professor at Essec Business School and an appointed Research Member of the European Corporate Governance Institute (ECGI). 

Her research focuses on contract, corporate and financial law and alternative dispute resolution, and draws on insights from economics, sociology and psychology. She has written, edited, or contributed to numerous books and articles. She is an executive editor of the Journal of Financial Regulation (Oxford University Press) and editorial board member of the Studies in European Economic Law and Regulation book series (Springer). Geneviève has been a visiting professor at UCLA and a visiting fellow at the Max Planck Institute in Hamburg 

Geneviève holds a JD from Columbia University (1999), an MSc in legal sociology from Paris II Panthéon Assas University (2009), as well as an MSc and a doctorate in private law from the Sorbonne University (2010) (receiving three national prizes for her doctoral thesis, including the French Academy Grand Prize). She is admitted to the New York and the Paris Bars. She studied philosophy, mathematics, and literature, as an undergraduate, and economics and social sciences later at Essec Business School and Sciences-Po Paris, as well as experimental psychology at a graduate level at Oxford University. Before completing her doctoral work, she worked for Shiseido in Japan and practised corporate law at Willkie Farr & Gallagher and at Freshfields Bruckhaus Deringer in New York and Paris (2000-2006). 

 

Publications

Recent additions

  • G Helleringer and C Skinner, 'Compliance, Wealth and Welfare: the DNA of Sustainable 'Nexus of Relationships' context' in K Alexander and M Siri (eds), Sustainable Finance, Corporate Law and Corporate Governance (Oxford University Press 2022) (forthcoming)
  • G Helleringer, 'Corporate sustainability in the French context ' in K Alexander, M Gargantini and M Siri (eds), Research Handbook on EU Sustainable Finance: Regulation, Supervision and Governance (Oxford University Press 2022)
  • G Helleringer, 'Self-Dealing: there is no optimal duty of loyalty' in A Andhov and S Omarova (eds), Hidden Fallacies in Corporate Law and Financial Regulation (TBC 2022)

Chapter (22)

G Helleringer and C Skinner, 'Compliance, Wealth and Welfare: the DNA of Sustainable 'Nexus of Relationships' context' in K Alexander and M Siri (eds), Sustainable Finance, Corporate Law and Corporate Governance (Oxford University Press 2022) (forthcoming)
G Helleringer, 'Corporate sustainability in the French context ' in K Alexander, M Gargantini and M Siri (eds), Research Handbook on EU Sustainable Finance: Regulation, Supervision and Governance (Oxford University Press 2022)
G Helleringer, 'Self-Dealing: there is no optimal duty of loyalty' in A Andhov and S Omarova (eds), Hidden Fallacies in Corporate Law and Financial Regulation (TBC 2022)
M Corradi and G Helleringer, 'Board duties: the duty of loyalty and self-dealing' in A Afshari and M Gelter (eds), Comparative Corporate Governance (Edward Elgar 2021)
DOI: https://doi.org/10.4337/9781788975339.00019
Marco Corradi and Genevieve Helleringer study the duty of loyalty – encompassing both rules that govern self-dealing and corporate opportunity transactions – from a comparative perspective. We compare the evolution of these two sets of rules in several European jurisdictions and in US Delaware law. The chapter begins by comparing the approach to regulating self-dealing and related party transactions under both common law (namely the US and UK) and civil law regimes (focusing on continental Europe). It then turns to the legal development of corporate opportunity rules, and contrasts the approach to corporate opportunities under US law to the less-developed jurisprudence on corporate opportunities in civil law jurisdictions. We note tensions between the evolution of the law governing self-dealing transactions at the European level, and the lack of harmonization on rules addressing corporate opportunities and continuing divergences in corporate opportunities doctrine across EU jurisdictions. We observe a relaxation of the duty of loyalty in US Delaware law, while there is an asymmetric evolution of its two components, self-dealing and corporate opportunities, in the European context. On the one hand, self-dealing rules have existed in European corporate laws for a long time and have been substantially relaxed in Europe in recent times as they have in the US. On the other hand, corporate opportunities rules have been introduced in most European jurisdictions only throughout the last two decades – without an express possibility of a waiver such as the one granted by DGCL s. 122(17). The convergence of self-dealing rules may have been facilitated by the harmonization of EU financial market law, which in turn has not affected corporate opportunities rules. Economic agency theory provides a rationale for a hypothetical convergence of self-dealing and corporate opportunities rules, based on their economic function.
G Helleringer, 'Conflict of Interest and Decision Making ' in S Grundmann and P Hacker (eds), Theories of Choice: The Social Science and the Law of Decision Making (Oxford University Press 2021)
DOI: 10.1093/oso/9780198863175.003.0013
This chapter looks at conflicts of interest (COI). It first considers tools of analytic philosophy to highlight the notion of COI, and in particular, the connection between COIs, choice and judgment, emphasising why decision making is a central element in the characterisation of COIs. Drawing on these elements, it is clear that any question of regulation and institutional design requires a sophisticated understanding of the capacity of individuals to recognise and resist bias in themselves and others when making judgments and decisions. The chapter then studies two specific mechanisms—bounded rationality and cognitive biases—that affect the behaviour of people in COI situations. It starts by analysing how rationalisation can reframe questionable behaviour as appearing acceptable, and how a sense of invulnerability encourages people to downplay the impact of COIs. The chapter then looks at techniques (policies, procedures, incentives, etc.) used to address COI situations in the light of insights from psychological studies. It concludes that both fiduciary duties and procedural requirements reflect an erroneous understanding of psychology and have led institutions and policies to deal ineffectively—if not indeed counterproductively—with the problems caused by COIs. Finally, the chapter assesses how alternative mechanisms may overcome the highlighted deficiencies. It specifically focuses on the key role that professional norms can play in dealing with unavoidable COIs while preserving trust between the affected parties, and the potential for self-regulation to provide worthwhile tools in combatting the harmful effects of COIs.
G Helleringer, 'Conflicts of Interest: Compliance and Culture' in Danny Busch, Guido Ferrarini, Gerard van Solinge (ed), Corporate Governance of Financial Institutions. Law, Conduct and Culture (OUP 2019)
ISBN: 9780198799979
G Helleringer, 'Consumer Finance 3.0. Behavioural insights, Big Data and Digital Technologies' in N Aggarwal, H Eidenmueller, L Enriques, J Payne and K van Zwieten (eds), Autonomous Systems and the Law (Beck/Nomos 2019)
There are important behavioural reasons why financial consumers tend to make suboptimal financial decisions, and financial firms are often in a position to exploit them. So far, however, well-meaning regulatory interventions have regularly made consumers worse rather than better off, due to their own behavioural blind spots. Taking recent developments in behavioural science and economics into account, this article stresses that the limited cognitive power of financial consumers and their present-biased preferences are the main obstacles on which traditional regulatory interventions have often stumbled. This article also stresses that protective interventions designed to modify consumers’ choice architecture can only be effective if they take into account individual differences in behaviour and degrees of rationality.
ISBN: 9783406736834 (Beck) 9783848757336 (Nomos)
Martin Gelter and G Helleringer, 'Fiduciary Duties in Civil law jurisdictions' in E Criddle, P Miller and R Sitkoff (eds), Oxford Handbook on Fiduciary Duties (OUP 2019)
DOI: 10.1093/oxfordhb/9780190634100.013.32
This chapter surveys fiduciary principles in Western European civil law jurisdictions. Focusing on France and Germany, it shows that functional equivalents to fiduciary duties have developed on the Continent, although they do not always carry exactly the same connotations as their common law counterparts. The common law developed fiduciary duties as a distinct category largely for two reasons. First, the common law distinguished between law and equity, with fiduciary law developing within equity. By contrast, contract law required consideration, which meant that fiduciary principles for gratuitous actions necessarily arose outside of contract law. Civil law generally did not develop this particular categorization. Consequently, the lines between fiduciary and contract law remained blurred. Second, common law bargaining for contracts emphasizes parties’ autonomy, while the civil law was more hospitable to an implied and inchoate loyalty obligation. The chapter surveys the civil law of agency, equivalents of trust, as well as corporate and financial law.
G Helleringer, 'A Behavioural Perspective on Consumer Finance' in Hans-Wolfgang Micklitz, Anne-Lise Sibony, Fabrizio Esposito (ed), Handbook of Research in European Consumer Law (E Elgar Publishing 2018)
DOI: https://doi.org/10.4337/9781785366611.00016
There are important behavioural reasons why financial consumers tend to make suboptimal financial decisions. Regulatory responses are warranted. Existing regulations have been designed to protect financial consumers and make them better off, but well-meaning interventions may sometimes make consumers worse off as they contain behaviourally blind spots and are mis-calibrated. The behavioural lens shows that the calibration of such regulation is itself delicate: well-meaning regulatory interventions that do not take into account behavioural insights may make consumers worse off. The limited cognitive power of financial consumers and their preference for the present are two large elements of the hidden behavioural iceberg on which traditional regulatory interventions have often crashed, even as behavioural realities are becoming more present in the regulatory conversation. Financial firms are often in a position to exploit behavioural traits, which increases the necessity for regulators to take into consideration behavioural realities. It also strengthens the case for performance-based requirements that put the onus on firms to harness behavioural traits in a manner that is favourable to consumers. Meanwhile, interventions designed to modify the choice architecture can be truly effective under certain conditions. In particular, there is a growing interest in personalised regulatory interventions that take into account individual differences in behaviour and degrees of rationality.
G Helleringer, 'Le transfert de propriété dans le nouveau droit français des contrats' in Benedicte Fauvarque-Cosson (ed), Le Nouveau Code Napoléon: le droit français des contrats après la réforme de 2016 (Société de Législation Comparée 2018)
P Ayton and G Helleringer, 'Arbitration and Psychology. Bias, Self-insight in Judgement and the Arbitrator’s Impartiality ' in T Cole (ed), The Roles of Psychology in International Arbitration (Kluwer 2017)
In recent years, international business disputes have increasingly been resolved through private arbitration. The popularity of arbitration makes the questions that will strike any non-lawyer who is introduced to this means of solving dispute more salient: Should we trust an arbitrator whom the opponent party has appointed? Will the member of the arbitration panel we nominated ourselves counterbalance any partiality? The paper shows that although codes and disclosures will achieve less than what institutions aspire to deliver, they set the ground for achieving a level of impartiality. Nonetheless the behavioral science tells us that one should also be aware of unintended adverse consequences that may arise as a result of inappropriate presumptions about the effects of regulation on behavior. The case of moral licensing, showing that disclosure can in some cases backfire to the detriment of those it is intended to help, is one sobering example. In the administration of human affairs judgment is ubiquitous. We trust that this review serves to show that there is a need for the regulation of human judgment and that this should pay close attention to the findings of behavioral science research.
M Gelter and G Helleringer, 'Corporate Opportunities in the US and in the UK: How differences in enforcement explain differences in substantive fiduciary duties ' in A Gold, A Smith (ed), Research Handbook on Fiduciary Duties (E Elgar publishing 2017)
G Helleringer, 'The Proprietary Effects of Contracts' in J Cartwright and S Whittaker (eds), The Code Napoléon Rewritten: French Contract Law after the 2016 Reforms (Hart 2017)
DOI: 10.5040/9781509911622.ch-011
G Helleringer, 'Designing Disclosures: Testing the Efficacy of Disclosure in Retail Investment Advice’' in K Mathis and A Tor (eds), Nudging - Possibilities, Limitations and Applications
in European Law and Economics (Springer 2016)
G Helleringer, 'EU Consumer Protection and Behavioural Sciences: Revolution or Reform? ' in A. Alemanno, A.-L. Sibony (ed), Nudging Europe (Hart 2016)
G Helleringer, 'Behavioural Law and Economics in the Context of Financial Markets Regulation. When Investor Behaviour Reveals the Ambiguity of the Disclosure Requirements of Investment Funds ' in K Mathis and A Tor (eds), Behavioural Law and Economics (Springer 2015)
G Helleringer and K Garcia, 'Quelle influence pour les droit des l’homme et les droits fondamentaux en droit privé français?' in V Trstenjak and P Weingerl (eds), The Influence of Human Rights and Basic Rights in Private Law (Springer 2015)
DOI: 10.1007/978-3-319-25337-4_8
Sous ce titre ambitieux de « rapport national », cet article est issu d’un rapport réalisé en vue du XIXème congrès de droit comparé qui se tiendra à Vienne en juillet 2014. L’objet était de recenser, à partir de questions précises, le rayonnement des droits de l’Homme et des droits fondamentaux sur le droit privé français. Il s’agissait d’être synthétique. Par conséquent, il était impossible d’être exhaustif. De plus, la forme était nécessairement imposée par la liste des questions. L’essentiel était de mettre l’accent sur les évolutions les plus saillantes et récentes. Il s’agissait également d’être le plus objectif possible, ce qui explique la neutralité du propos. La partie II a été rédigée par Geneviève Helleringer. Les parties I, III, IV, V et VI par Kiteri Garcia.
ISBN: 9783319253374
G Helleringer, 'Deciphering European Legal Culture: the Potential of Contract Clauses ' in , G. Helleringer, K. Purnhagen (ed), Towards a European Legal Culture (Beck / Hart / Nomos 2014)

Edited Book (1)

H Eidenmüller , L Enriques, G Helleringer and K van Zwieten (eds), Covid-19 and Business Law (Beck/Hart/Nomos 2020)
ISBN: 9781509944736

Journal Article (9)

G Helleringer, 'Anatomy of the New French Law of Contract' (2018) European Review of Contract Law 1
Since their enactment in 1804 as part of the French civil Code, the provisions relating to contract law had, until recently, remained almost un- touched. That is not to say that the law of contract had not altered, but rather that the text of the Code was no longer an accurate reflection of the actual state of the law as interpreted by the courts. An extensively restructured and modernized version came into force on 1st October 2016. In an attempt to map the new French law of contract, this paper first seeks to evaluate the robustness of the guiding principles set out in the Code. By analysing how these principles are applied to the formation, interpretation and enforcement of contracts, the paper concludes that freedom of contract and good faith emerge strengthened by the reforms, while the binding force of contract has become more qualified. The paper also highlights the existence of less obvious but important trends relating to the parties’ behaviour and to the role of the judge. It demonstrates how unilateralism, anticipation, and equity are implicit core ideas lying behind many of the new rules.
AL Sibony, G Helleringer and A Alemanno, 'L’analyse comportementale du droit. Manifeste pour un nouveau champ de recherche en Europe’' (2016) Revue Internationale de Droit Economique (RIDE) 315
M Gelter and G Helleringer, 'Do Not Lift the Corporate Veil. To Whom Directors Really Own Their Duties’' (2015) Illinois Law Review 1069
G Helleringer, 'Scholars and Judges' (2013) 77 Rabels Zeitschrift für ausländisches und internationales Privatrecht 345
G Helleringer, 'Medical Malpractice and Compensation in France' (2011) 86 Chicago-Kent Law Review 1125
ISBN: 0009-3599

Book (3)

JS Berge and G Helleringer, Operating Law in a Global Context. Comparing, Combining and Prioritazing (E Elgar publishing 2017)
G Helleringer and K Purnhagen, Towards a European Legal Culture (Modern European Law Series, Beck / Hart Publishing 2013)
G Helleringer, Les Clauses du Contrat: Essai de Typologie (LGDJ Lextenso editions 2012)
This book won two prizes: the 2011 Revue des Contrats Prize in 2011, and the 2011 Grand Prize from the French Academy for a book demonstrating academic excellence. The 418 page monograph is based on an intensive study of over 120 standardised clauses. It required five years to complete and is the first monograph in any language to offer a general theory of contract clauses (common rules may be designed for certain groups of clauses). The functional criteria of classification are justified on theoretical, practical, and policy grounds. Each of the three parts addresses one type and could have the basis for a substantial article. Together they form an original effort to harmonise contract law.
ISBN: 978-2-275-03845-2

Research programmes

Centres

Research projects

Research Interests

Private Law,  Corporate Governance, Financial Regulation, Comparative Contract Law and Legal Culture,  Law and Behavioural studies

Research projects