Remus joined the School of Law in May 2011. Prior to taking up his appointment in Edinburgh, Remus studied at McGill University, Montreal (Doctor of Civil Law), University of Alberta, Edmonton (Master of Laws) and Nicolae Titulescu University, Bucharest (Bachelor of Civil Law). Remus also studied comparative law in Strasbourg, European business law in Turin, and Austrian Economics in New York. Before joining the academia, Remus practised as corporate and commercial lawyer with a major Romanian law office.
Remus’ main research interests lie in the field of fiduciary obligations, with a focus on company law, trust law and Law and Economics. In his doctoral thesis, Remus analyses the content and justification of the notion of fiduciary duties in private law relations. His doctoral research is focused on the ways in which private law rules guide a legal actors’ exercise of discretion over another’s interests. Similar to administrative law, the private law no-conflict duties aim to prevent a decision-maker’s self-interest (or another core fiduciary duty) from interfering, in a conscious or subconscious way, with the core fiduciary duty to exercise judgment based on relevant considerations. While what constitutes a relevant consideration can be determined objectively, the weight to be ascribed to each relevant factor is left at the fiduciary’s subjective appreciation.
In his Masters dissertation, Remus analyses the fiduciary duties of corporate directors from a corporate finance perspective. The dissertation provides a legally and economically valid model for understanding directors’ duties to act in the best interests of the corporation. Directors’ obligation to maximize the value of the firm can be construed as the obligation to select the projects that generate the highest discounted value of future cash flow streams (the projects that have the highest expected net present value). The high NPV projects align the best interests of the corporation, regarded as a separate legal entity, with the economic interests of shareholders and creditors.
Remus welcomes LLM and PhD enquiries which relate generally to his fields of interest. In particular, he would be interested in supervising research on fiduciary duties in corporate and trust law.
Remus Valsan, Moin Yahya 'Shareholders, Creditors, and Directors’ Fiduciary Duties: A Law and Finance Approach' (2007) Virginia Law and Business Review 1
Chapters
Remus Valsan, Moin Yahya 'Fiduciary Responsibility and Financial Distress' in Kent Baker and Gerald Martin (eds) Capital Structure and Corporate Financing Decisions (John Wiley and Sons, 2011) Chapter 21
Remus Valsan 'Corporate Taxation in Romania: Overview of the Legal Framework' in (eds) Euromoney Global Tax Handbook (Euromoney Books, 2005) 140
Notes and Reviews
Remus Valsan, Lionel Smith 'The Loyalty of Lawyers: A Comment on 3464920 Canada Inc. v. Strother' (2008) Canadian Bar Review 247
Papers and Presentations
Remus Valsan 'Rights against Rights and Real Obligations' presented at The Worlds of the Trust/La fiducie dans tous ses États, McGill University, Montreal, 2010
The paper draws an analogy between the concept of equitable ownership understood as a persistent right and the civil law concept of obligatio propter rem.
Remus Valsan 'Causa Fidei Laesionis in the English Ecclesiastical Courts and Its Influence on the Court of Chancery' presented at The Legal History Forum, Faculty of Law, Oxford University, 2009
The paper examines the relation between the ecclesiastical jurisdiction over breach of faith and the early jurisdiction of the Court of Chancery.
Remus Valsan 'The Fiduciary Relationship in Quebec' presented at The Annual Conference of McGill Graduate Law Students Association, McGill University, Montreal, 2008
The paper discusses the potential analogy between the common law doctrine of fiduciary relations and the Quebec institution of administration of property of another.
Remus Valsan 'Shareholders, Creditors, and Directors’ Fiduciary Duties: A Law and Finance Approach' presented at The Annual Meeting of the Canadian Law and Economics Association, Toronto, Canada, 2006
The paper discusses several law and finance theories that contribute to a better conceptualization of directors’ fiduciary duties.
Remus Valsan 'Directors’ Fiduciary Duties in Financially Troubled Corporations' presented at The XIth Interdisciplinary Legal Studies Graduate Student Conference, University of British Columbia, Vancouver, Canada, 2006