Bill Farran is Of Counsel with Lauletta Birnbaum. He is a former Chief Legal Officer of international, publicly-traded and private companies in a wide range of industries, including specialty chemicals and food ingredient manufacturing in US, Mexico, Canada and China and management consulting. He has led mergers and acquisitions, helped start-ups form entities, negotiated capital raise and related transaction agreements, and drafted and negotiated all forms of commercial agreements. He has helped navigate the path from private company to an initial public offering, build an independent board, create governance systems, conducted internal privileged investigations and led corporate training on such diverse topics as anti-trust, anti-bribery, price discrimination, and critical provisions in sales or purchasing contracts. And he has led legal strategy to successful outcomes in bet-the-company civil litigation defense of post-closing indemnity claims, and in international arbitration.
Bill brings to his client work his Wharton School background and comprehensive business law practice at both large law firm and in-house roles, which allow him to work closely with clients and deeply understand their business, risks and opportunities. He describes his role as “being a core resource to the client’s management team helping them develop and execute a robust plan to win.” He believes that lawyers with extensive in-house experience can do that best.
Bill was honored as General Counsel of the Year in a NJBIZ juried competition, and was nominated and serves as a Fellow of the American Bar Foundation.
Bill’s practice areas include:
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• General corporate
• Mergers and acquisitions
• Commercial transactions – sales, purchasing, consulting, licensing, master service agreements, non-disclosure agreements
• Corporate team training: basics for anti-trust, anti-bribery, price discrimination, commercial contracts
Prior Experience
Most recently, Bill served as Chief Legal Officer to a management consulting firm and was previously a partner at Nicoll, Davis & Spinella working to develop their Outside General Counsel practice, opening their Philadelphia office.
He served as Vice President of the Mid-Atlantic region Keiretsu Forum of angel investors, one of the largest angel investor networks in the world. He was also a member of Broad Street Angels, the angel investment group at the Union League of Philadelphia.
For 12 years beginning in 2004, Bill served as Senior Vice President, Chief Legal Officer & Corporate Secretary of Innophos Holdings, Inc., Cranbury, NJ, a leading global specialty chemicals and food ingredients manufacturer with 14 manufacturing facilities in US, Mexico, Canada and China; $800 million in revenue (NASDAQ: IPHS; now taken private). There, he was responsible for all legal and compliance matters, including: developing and implementing core governance processes, including financial and securities reporting and disclosure systems, and SOX and Dodd-Frank internal controls; conducting internal investigations and taking necessary corrective action; helping design and implement annual comprehensive enterprise risk management review processes; chartering and guiding a management-led Ethics & Governance oversight committee; performing due diligence and negotiating merger and acquisition transactions; leading the corporate legal work on designing and executing private equity exit strategy culminating in the 2006 IPO and independent board of directors; developing and implementing strategic initiatives; leading legal strategy for core team developing and executing long-term strategic raw material sourcing and related contractual and litigation elements; proactively conducting anti-bribery due diligence of foreign intermediaries and implementing preventive antitrust practices and training; developing and executing major litigation strategy leading to $132 million victory in post-closing indemnity litigation and a favorable settlement of a bet-the-company international commercial arbitration; and building and leading a legal department and team of global expert outside counsel focused on achieving business objectives within domestic and international legal frameworks; mentoring and coaching six executives or managers to higher positions. Reporting to the former Chairman, President and CEO and a member of the Executive Team, Bill worked closely with the Board of Directors, and the Audit, Compensation and Nominating & Corporate Governance Committees. He led the legal aspects of activist shareholder defense culminating in a settlement and stand-still sufficient to allow the new CEO time to assume leadership. He was asked by the Board to undertake a key role in the leadership transition and on-boarding process for new CEO.
Previously: Bill held steadily increasing scope of responsibilities from Senior Environmental Counsel to Assistant General Counsel at Rhodia Inc., Cranbury, NJ (formerly Rhone-Poulenc, now Solvay USA), the then $1.5 billion North American subsidiary of a global chemical manufacturing group, providing comprehensive legal services to business units generating over 50% of the company’s operating revenue. Leadership development assignments included leading the North American Public Affairs, Communications, and Total Quality functions;
— UGI Corporation, Valley Forge, PA, a diversified utility, propane and oilfield services firm; Senior Counsel responsible for regulatory and environmental matters; recruited by Rhone-Poulenc to head internal environmental, health and safety practice;
– Morgan Lewis & Bockius, Philadelphia, PA, associate in Government Regulation Section
Education
- J.D., Case Western Reserve University School of Law, Cleveland, OH. Order of the Coif
- S. Economics, Cum Laude, Wharton School, University of Pennsylvania; double major: finance and labor-management relations, nominated and admitted to Beta Gamma Sigma national business honor society
Bar Admissions
- Pennsylvania
- United States Supreme Court