R. Todd Cronan is a senior partner in Goodwin’s Securities + Shareholder Litigation and White Collar Defense practices, and formerly served as the co-chair. He has also been a member of the firm’s Executive Committee.
Mr. Cronan has a national business litigation and corporate investigative practice, concentrating in the areas of securities class action defense, SEC and DOJ enforcement actions, Foreign Corrupt Practices Act (FCPA) investigations, merger and acquisition related litigation, and complex business litigation and arbitration matters. He also regularly advises boards of directors on strategies to avoid disruptive and costly litigation and provides training sessions for clients on corporate governance issues.
Mr. Cronan has represented NASD and NYSE listed corporations in a wide range of disputes arising under the federal securities and state laws governing the fiduciary duties of corporate directors and officers. He has extensive experience representing public companies and individual directors and officers facing SEC investigations and government enforcements actions. His experience includes cases alleging insider trading, false and misleading disclosures, improper revenue recognition and other accounting irregularities, and breaches of fiduciary duty.
Mr. Cronan routinely conducts internal investigations for public companies, audit committees and other special board committees, including investigations into whistleblower complaints arising under the Sarbanes-Oxley, Dodd-Frank and Foreign Corrupt Practices Acts. This includes investigations on revenue recognition treatment, accounting for derivative instruments, domestic and international tax treatment of subsidiary operations, and the adequacy of clients’ internal risk management structures. In FCPA-related matters, Mr. Cronan has overseen investigations for clients with operations in the People’s Republic of China, Hong Kong, Thailand, Russia, the Ukraine and Germany.
In the private company area, Mr. Cronan represents boards of directors and special committees involved in disputes over stock valuation and employee buyouts; private equity firms in disputes over leveraged recapitalizations and other refinancing; and investment funds in disputes over ownership interests and profit participation interests.
Areas of Practice
Harvard Law School
Woodrow Wilson School of Public and International Affairs
- U.S. Court of Appeals for the First Circuit
- U.S. Court of Appeals for the Second Circuit
- U.S. Court of Appeals for the Third Circuit
- U.S. District Court for the District of Massachusetts
Recognition & Awards
Mr. Cronan has been selected for inclusion in the Litigation: White-Collar Crime & Government Investigations category in Chambers USA: America’s Leading Lawyers for Business, for “his acclaimed practice with expertise ranging from SEC investigations and securities class action defense to complex business litigation and Foreign Corrupt Practices Act investigations.” He is also listed in Global Investigations Review 100, a guide to the world’s leading firms for corporate investigations, and as one of the world’s leading white collar crime lawyers by Euromoney’s Expert Guides: White Collar Crime Lawyers.
Mr. Cronan has written and lectured extensively on issues impacting public companies and their boards of directors. He also is a regular speaker at PLI seminars on topics involving securities litigation and SEC enforcement issues. Mr. Cronan has participated in seminar presentations for numerous industry groups on topics such as minimizing liability for securities law claims, conducting effective internal investigations, and communicating appropriately with investors and securities analysts. He is a former adjunct professor at Boston College Law School and guest lecturer at Harvard Business School and Harvard Law School.