Sullivan
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Biography

Marian heads Sullivan’s UK insurance and disputes practices, working closely with the firm’s established and multi-disciplinary trade and export finance team, and the firm’s U.S.-based disputes team, providing advice on commercial dispute resolution, insurance and risk management.

With over 30 years' experience, Marian’s contentious experience includes advising clients in relation to disputes arising from trade finance, professional negligence, commercial insurance and breach of contract claims. These disputes are often international in nature and result in large-scale, highly complex multi-party litigation, arbitrations and mediations.

Marian advises banks, insurance brokers, investment funds, government agencies and corporates in relation to their commercial insurance arrangements which support structured trade, commodity and pre-export financings as well as corporate finance, energy, property, M&A and outsourcing transactions.

She advises on the management of insurance claims and subrogation actions and issues arising from the restructuring of insured loans. She also drafts and interprets insurance policies and advises on the use of insurance by credit institutions and investments firms as credit risk mitigation for capital adequacy purposes under the UK’s Capital Requirements Regulation and the EU’s equivalent capital requirements regimes. Marian’s contentious experience informs her approach to policy drafting and eligibility of insurance for use as credit risk mitigation.

Marian has been recognized in the 2023 – 2025 editions of Best Lawyers, United Kingdom for her work in Insurance Law.

Education
  • University College Wales, Aberystwyth
Bar & Court Admissions
  • Solicitor, Senior Courts of England and Wales
Awards & Honors
  • Best Lawyers in the United Kingdom, Insurance Law (2023-2025)
  • Recommended by The Legal 500 UK (2017-2021, 2026)
Additional Publications
  • The Second Edition of “A Practitioner's Guide to Trade and Commodity Finance,” was published in 2021 by Sweet & Maxwell, a division of Thomson Reuters. Edited by Geoffrey Wynne, the guide covers all aspects of trade and commodity finance, from pre-export and structured trade finance to the rise of supply chain finance as part of the techniques involved in receivables finance. Marian, together with Managing Associate Hannah Fearn contributed a chapter on “The use of insurance in trade finance.”
Viewpoints
All Viewpoints
Marian Boyle Co-Authors ITFA Guidance Note on ‘Regulatory Requirements and Market Practices for Legal Opinions in Credit Insurance’
Marian Boyle, partner and head of Sullivan’s UK insurance and disputes practices, has co- authored ITFA’s guidance note on "Regulatory Requirements and Market Practices for Legal Opinions in Credit Insurance" published today by ITFA’s Documentation Working Group, of which she is a member. The paper summarises the results of a survey of ITFA members in relation to market practices in obtaining legal opinions when using credit insurance as credit risk mitigation (CRM) under relevant Basel Capital Accord rules and the legislation that implements it. The results were presented at the ITFA Insurance seminar in Paris in June 2023. The paper also provides guidance on the regulatory requirements for external legal opinions, the scope of enforceability opinions, the extent to which certain aspects are addressed by independent legal opinions or by other means, including a bank’s own policies, the use of generic opinions and the frequency of updates.  It provides commentary on the different approaches between banks for reasons beyond regulatory interpretation, such as a bank’s familiarity with the credit insurance product and how frequently it uses the credit insurance market. Available to ITFA members here (log in required), the note will be a useful reference point for bank users of credit insurance when tackling the subject of regulatory legal opinions. For further information about use of legal opinions when using credit insurance as unfunded CRM under relevant Basel capital rules and implementing legislation, please contact Marian Boyle.
Interpreting English Law Contracts: Avoiding the Bear Traps
Written by Marian Boyle (partner) and Samson Verebes (trainee) The importance of clear drafting cannot be overstated. Ambiguity of language can lead to disputes, costly litigation and unintended outcomes. The recent Court of Appeal judgment in Cantor Fitzgerald & Co v Yes Bank Ltd [2024] EWCA Civ 695 provides a useful reminder of the English court’s approach to contractual interpretation, which should inform the drafting of any contract. Background to the Case Cantor Fitzgerald & Co ("Cantor"), a New York-based financial adviser, entered into an agreement with YES Bank Limited ("YES Bank"), a Mumbai-based commercial bank to assist in connection with a financing in return for a US$500,000 retainer as well as 2% of funds raised from their investors. Facing financial hardship, YES Bank sought to raise funds through a further public offer ("FPO"). Under the terms of their agreement, Cantor claimed that it was owed a 2% fee from the subscriptions of the investors under the FPO. The dispute between the parties related to the following term of the agreement: "We have been advised by the Company that it contemplates one or more financing(s) through the private placement, offering or other sale of equity instruments in any form, including, without limitation, preferred or common equity, or instruments convertible into preferred or common equity or other related forms of interests or capital of the Company in one or a series of transactions (a "Financing")," specifically whether the term "private" only qualified "placement" or whether it also qualified "offering or other sale." The Court’s Approach The judgment provides a useful summary of the principles of interpretation any English court is required to consider. It will assess the ordinary meaning of the words used in the context of the contract as a whole and the relevant factual and commercial background, which will exclude prior negotiations. The objective is to identify the intention of the parties, but in an objective sense, namely what a reasonable person, having all the background knowledge which would have been available to the parties, would have understood them to be using the language in the contract. Interpretation is an iterative process in which rival interpretations should be tested against the provisions of the contract and its commercial consequences. The Court of Appeal referenced the fact that the parties have control over the language they use and emphasised the point that, while evidence might be adduced as to the genesis and aim of a contract as part of the admissible factual matrix, evidence of previous negotiations and declarations of subjective intent are inadmissible.  The Court of Appeal unanimously upheld the first instance court’s decision, agreeing with YES Bank’s contention that the term "private" qualified all of the terms following it and thus excluded non-private forms of equity financing (such as the FPO). The Court of Appeal considered that the ordinary meaning of the words used; the contractual context; and the factual matrix all provided material support of YES Bank’s interpretation. Commentary When drafting any form of agreement, it is important to remember that it is likely to be argued that where an adjective or determiner is followed by a list of nouns, it modifies all of them unless a discordant adjective or determiner breaks the pattern. The example given by the trial judge was the expression "negligent act, error or omission". It is unlikely to be assumed that the word "negligent" only applies to "act". Had the agreement separated each component element in the form of a list, for example: "We have been advised by the Company that it contemplates one or more financing(s) through the: a) private placement; b) offering; or c) other sale of equity instruments in any form ...", it could not have been reasonably argued that the word "private" applied to each limb. It is also important to remember that English courts are reluctant to reject the natural meaning of a provision simply because it appears to be a very imprudent term for one of the parties to have agreed, even ignoring the benefit of the wisdom of hindsight. For further information, please contact Marian Boyle or your usual contact at the firm.
Sullivan Advises BAFT and ITFA on Updated CRR Legal Opinions Covering the Suite of Master Participation Agreements (MPAs)
(London and New York) – Sullivan has advised BAFT (the Bankers Association for Finance & Trade) and ITFA (the International Trade and Forfaiting Association) in relation to updated Capital Requirements Regulation (CRR) legal opinions covering the suite of English and New York law Master Participation Agreements (MPAs). These generic opinions can be utilised by BAFT and ITFA members’ in-house counsel to create ‘enforceability opinions’. They can also be used as part of the analysis of the effectiveness of MPAs as credit risk mitigants under CRR. However, a number of factual matters must be satisfied under CRR to obtain full effectiveness and these will depend on each user’s own circumstances. A further guidance note has also been published to accompany the opinions. Updates are now available through BAFT and ITFA’s websites for members, as follows: Guidance note relating to the opinions EU CRR opinion on English law MPA 2018 UK CRR opinion on English law MPA 2018 EU CRR opinion on NY law MPA 2019 UK CRR opinion on NY law MPA 2019 NY law enforceability opinion on NY law MPA 2019 EU CRR opinion on Surety MPA UK CRR opinion on Surety MPA It is worth noting that separate opinions have now been created for EU vs UK CRR, reflecting post-Brexit changes. Also, the updated opinion for the 2008 English law MPA is not yet available, as changes to the regulations are making it more challenging to issue a clean opinion. This will be released as soon as possible, together with guidance on the updated scope. As the underlying 2008 document has long been superseded, no longer further opinions will be issued after this final one has been published. Geoffrey Wynne, head of Sullivan’s Trade & Export Finance Group, commented: “Sullivan is pleased to have advised both BAFT and ITFA in relation to the publication of these important updated opinions. They form a key part of the analysis of the effectiveness of MPAs as credit risk mitigants under CRR. As such they remain invaluable to the trade finance market as a whole. It is worth re-stating that a number of factual matters must be satisfied under CRR to obtain full effectiveness and these will depend on each user’s own circumstances.” The Sullivan team advising BAFT and ITFA included partners Geoffrey Wynne and Marian Boyle in London and partner Natalie Lederman in New York. In 2023 Sullivan advised BAFT and ITFA on the CRR opinions on the MPAs for both the 2008 and 2019 English law versions, as well as the New York 2019 version as updated for the LIBOR transition. In March 2025, Sullivan assisted BAFT and its working group on the 2025 BAFT Master Trade Loan Agreement (2025 BAFT MTLA), designed as an industry-standard document, used for lending between financial institutions to finance or refinance specified trade transactions. In April 2025, Sullivan worked with an ITFA working group to develop a Short Term SWIFT Financial Institution (FI) Trade Loan Template - a new template intended to help streamline trade finance transactions between banks. About Sullivan Sullivan & Worcester (Sullivan) is a global law firm with lawyers in Boston, London, New York, Tel Aviv and Washington, D.C. Sullivan’s clients, including Fortune 500 companies, leading financial services firms and asset managers, boards of directors and emerging businesses, rely on Sullivan’s ability to navigate complex legal and operational landscapes, the impeccable judgment of its lawyers, and its commitment to best in class client service. For further information, please visit the firm’s website and LinkedIn.
Sullivan & Worcester UK LLP Receives Top Ranking in The Legal 500 United Kingdom 2026 for Trade Finance
London, UK - Sullivan & Worcester UK LLP's Trade & Export Finance Practice has again received a Tier 1 ranking in the 2026 edition of The Legal 500 UK. This is the practice’s 12th top-tier ranking in a row from the leading independent annual legal directory. In addition to the firm’s ranking, Geoffrey Wynne, Simon Cook and Robert Parson were recognized in the 'Hall of Fame,' and Mark Norris was recognized as a 'Leading Partner.' Daniela Barrdear was recognized as a 'Next Generation Partner,' and Marian Boyle was recognized as a key member of the practice. Editorial comments from The Legal 500 UK 2026 regarding Sullivan’s trade & export finance practice include: The dedicated trade finance practice at Sullivan & Worcester LLP is 'very knowledgeable, practical and results-orientated.' The firm has one of the largest teams at partner level, with practice heads Geoffrey Wynne, Simon Cook and Mark Norris all being standout practitioners who garner praise from both clients and peers. Head of both the UK insurance and disputes practices, Marian Boyle is a key member of the trade finance group, as is newly promoted partner Daniela Barrdear, who acts for banks and non-bank financial institutions, development finance institutions (DFIs), multilateral organisations, and borrowers. Barrdear has in-depth knowledge of supply chain finance techniques, alongside blended finance and export finance matters, notably in emerging markets. She recently led a team that assisted EBRD with its unfunded risk participation in Türkiye's Akbank credit facility programme for Sok—a leading retailer in Türkiye. Clients appreciate the team’s seniority, noting that 'the number of years of experience translates into valuable insights and legal advice.' Robert Parson recently joined the firm from Squire Patton Boggs. Client testimonials published in The Legal 500 UK 2026 include: 'Very knowledgeable, practical and results orientated.' 'Marian Boyle - hugely experienced and with a refreshing lack of waffle. Cuts straight through to the real issues.' 'Sullivan & Worcester's niche export finance and trade finance practice is unique given their track record and partners' prolific experience in the export finance sector. The number of years of experience translates into valuable insights and legal advice ranging from plain vanilla to more structured export finance transactions. The significant advantage this law firm has over any other law firm in the City is that you get to work directly with the partners, whereas typical law firms would allocate junior talent to be the "front" legal adviser, which often does not give you as a client the service you deserve and more importantly that you pay for.' 'Mark Norris and Daniela Barrdear are outstanding, they make a very experienced and knowledgeable tandem. I find they stand out in their service provision, they really give you tailor-made legal advice truly caring about your needs as a customer and give you world class advice in a very niche business area—export finance that is. I value their transparency and their honesty and their business advice quality.' About Sullivan Sullivan & Worcester (Sullivan) is a global, mid-sized law firm with lawyers in Boston, London, New York, Tel Aviv and Washington, D.C. Sullivan's clients, including Fortune 500 companies, leading financial services firms and asset managers, boards of directors, real estate companies, and emerging businesses, rely on Sullivan's ability to navigate complex legal and operational landscapes, the impeccable judgment of its lawyers, and its commitment to best‑in‑class client service. In London, the office's market-leading and multiple award-winning trade finance practice is the premium provider of legal advice in relation to trade, export and commodity finance transactions to major trade finance banks and other financial institutions, funds, corporate borrowers, agents and trustees, and national and international organisations. The team's unique offering includes an integrated insurance and dispute resolution service handling both transactional and contentious instructions.

Marian J. Boyle