A chemical company is seeking $80 million in damages in a lawsuit filed in a Dallas state district court against New York-based Fried Frank Harris Shriver & Jacobson, one of its partners and one of the firm’s clients, alleging the defendants conspired to deprive the business of a tax benefit recovery as part of a tax sharing agreement. The Nov. 14 original petition in Millennium Chemicals, et al. v. Hanson Building Materials, et al., alleges conspiracy to defraud, legal malpractice and breach of fiduciary duty against Fried Frank and Richard A. Wolfe, a partner in the New York City office of Fried Frank, among other things. The petition also alleges breach of contract against Hanson Building Materials, a business based in England. The background to the dispute, according to the petition, is as follows: In 1996 Hanson, which does 50 percent of its business in the United States, spun off its chemical business, which became known as Millennium, based in Dallas. Wolfe was “outside tax counsel” for Hanson, and Millennium retained Wolfe to represent it in a tax sharing agreement. “Unbeknownst to Millennium, Hanson and Wolfe conspired to fraudulently induce Millennium to enter into a November 18, 2003 tax benefits agreement which laid the groundwork to later deprive Millennium of a tax benefit recovery right,” the petition alleges. That agreement made it possible for “Hanson to utilize approximately $160 million of Millennium’s net operating losses . . . (which reduced Hanson’s reportable income by no less than $30 million and up to approximately $56 million), and capped Millennium’s potential tax benefit recovery which Millennium would never have done had it known of Hanson’s and Wolfe’s conspiracy to deprive Millennium of any tax benefit recovery under” the agreement, the petition alleges. “Fried Frank, and in particular, Wolfe, represented both Hanson and Millennium in the negotiation, execution and implementation” of the agreement, “neither seeking nor obtaining waivers from the parties notwithstanding their conflicting interests,” the petition alleges. Wolfe did not return a call for comment. Neither did Patricia Lojo, a communications manager for Fried Frank. Hanson did not respond to an email request for comment. K. Todd Phillips, a partner in Dallas’ Wick Phillips Gould & Martin who represents Millennium, also did not return a call for comment.
A New Name
Godwin Ronquillo has been renamed Godwin Lewis, after former judge and current Godwin partner Marilea Lewis was placed on the firm’s marquee. “I am overwhelmed, I am excited at the prospect, and I am grateful for the opportunity,” says Lewis, who says the firm’s executive committee gave her the promotion on Nov. 19. Lewis served as a Dallas family law district court judge from 2002 until she joined the firm in 2011. Lewis’ name replaces that of Marcos Ronquillo who announced he was joining the Dallas office of Beirne, Maynard & Parsons, according to a statement released by Godwin Lewis. “I will miss Marcos personally and professionally,” says firm founder Don Godwin, who noted that his longtime friend and business partner had wanted to start an international practice group an area that was never the focus of Godwin Ronquillo. Ronquillo says he’s joining a new firm “to help and develop the international practice group and lead the Dallas office” and expand the firm’s capabilities in public law, commercial and civil litigation, employment and in transactional work.
