Kubasiak, Fylstra, Thorpe & Rotunno, P.C. - Attorneys - Steven J. Rotunno

Steven J. Rotunno

Director/Shareholder

Mr. Rotunno has more than three decades of experience representing corporations, partnerships and financial services professionals in complex and wide-ranging legal matters, including investment advisory services, securities and employment law, and construction litigation.

Mr. Rotunno represents clients before federal and state courts, as well as the Securities and Exchange Commission, New York Stock Exchange, Financial Industry Regulatory Authority, and the American Arbitration Association in disputes involving restrictive covenants, disciplinary investigations, title insurance claims and business disputes. He provides counsel to individuals and registered investment advisory firms in connection with preparing the Form ADV, client investment management agreements, compliance manuals and other necessary documents. He also serves as an arbitrator for the Financial Industry Regulatory Authority.

An Illinois “Super Lawyer” and “Leading Lawyer” in the area of commercial litigation, Mr. Rotunno is AV Rated by Martindale Hubbell and is a member of the Seventh Circuit Court of Appeals and the U.S. District Courts for the Northern District of Illinois, Central District of Illinois and Eastern District of Wisconsin. He is also a member of the American Bar Association, Professional Liability Underwriting Society and Forensic Expert Witness Association. In addition, he has held leadership positions with the Chicago Bar Association, Chicago Bar Foundation and Forensic Expert Witness Association, Chicago Chapter.

Mr. Rotunno is actively involved with his alma mater, Loyola University of Chicago School of Law, where he served as president of the alumni association’s board of governors in 2009-10. He also holds a bachelor’s degree in finance from the University of Illinois at Urbana-Champaign, graduating Phi Beta Kappa.

Mr. Rotunno joined Kubasiak, Fylstra, Thorpe & Rotunno, P.C. in 1995 as a shareholder and director. Prior to KFTR, he served as litigation department co-director in Sedgwick, Detert, Moran & Arnold’s Chicago office.

Mr. Rotunno is a frequent speaker on business issues, including the ever-evolving securities regulatory environment, restrictive covenants in employment agreements, business succession plans and contract enforcement.

Representation of Businesses

  • Provided advice to investment advisors with respect to the creation of a registered investment advisory firm, including preparation of the Form ADV and related brochures, the Client Management Agreement, the Compliance Manual and the Privacy Policy.
  • Counseled investment advisors and RIA firms about their responsibilities under the Investment Advisors Act of 1940, the Investment Company Act of 1940, and compliance requirements promulgated by the Securities and Exchange Commission.
  • Provided compliance-related advice to registered investment advisory firms, and represent firms and individuals in SEC, NYSE and FINRA regulatory investigations and inquiries.
  • Represented registered investment advisory firms in connection with the purchase and sale of other RIA firms.
  • Counseled businesses with respect to the enforcement or defense of non-compete and non-solicitation agreements.
  • Acted as outside general counsel of privately held businesses, providing advice with respect to ownership, duties of officers and directors, the rights of shareholders, and corporate governance and regulatory issues.

Securities-Related Litigation

  • Represented a company seeking hundreds of thousands of dollars from defendants who promised to invest the company’s assets under a convoluted investment scheme involving banks and investment firms located in the United States and England.
  • Served as lead counsel in FINRA arbitrations defending investment advisors and registered representatives from claims alleging misrepresentation, failure to properly manage investment accounts and misuse of investment strategies.
  • Successfully represented large, nationwide broker-dealers seeking to enforce restrictive covenants against departing investment advisors who stole confidential and proprietary client information.
  • Successfully represented securities brokers in Illinois, Wisconsin, Indiana, Michigan, Ohio, Missouri, Nebraska, Arizona and New York who transferred to other broker-dealers and who were sued for violating their non-solicitation agreements.
  • Represented insurance agents and securities brokers in regulatory actions and investigations conducted by FINRA, the NYSE, and Oregon, Wisconsin, Indiana and Illinois.
  • Represented two investment advisors in numerous lawsuits charged with violating federal and state securities laws, as well as breaching fiduciary duties and committing common law fraud, in connection with a series of private placement investments.
  • Represented a securities broker-dealer in connection with a legal malpractice action against its former counsel relating to counsel’s defense in a multi-million securities fraud lawsuit.

Business Litigation

  • Represented a bankrupt entity seeking insurance coverage from a large, nationally prominent insurance conglomerate for thousands of policyholders who had warranty claims on extended service agreements that remained in force for up to 10 years.
  • Represented physicians and other business owners in connection with the enforcement of written employment agreements.
  • Represented a multi-national manufacturing company in connection with claims brought by an international customer alleging breach of contract relating to allegedly improperly manufactured equipment sold by the client.
  • Represented a company engaged in the manufacture and sale of prefabricated homes in connection with a breach of contract action against Fannie Mae for failure to fund the venture, which failure caused catastrophic loss to the client.
  • Represented a law firm in connection with the conversion of hundreds of thousands of dollars in revenue by one of the firm’s trusted employees.
  • Represented a businessman in connection with claims by a former partner for breaching their agreement. The businessman sold the product he had created to a competitor for $9 million.
  • Successfully represented a fidelity bond carrier in connection with claims by several banks for losses resulting from millions of dollars in fraudulent loans made by bank employees.

Construction and Real Estate Litigation

  • Defended a national general contractor in connection with claims for millions of dollars in “extra” work relating to the reconstruction and enlargement of a large water treatment facility in Illinois.
  • Successfully represented a large Chicago-area general contractor seeking hundreds of thousands of dollars of additional costs from the City of Chicago in connection with a project for the Chicago Department of Water. The construction ran into numerous below ground interferences as well as unreasonable demands by the Water Department.
  • Represented a large hospital system in connection with a dispute over rental terms under a multi-year commercial lease. The issues involved more than $3 million in additional rent that could be owed over the life of the lease.
  • Represented a real estate investment firm in connection with a series of lawsuits alleging fraud and misrepresentation by owners of real estate. All of the claims were successfully dismissed against the client.
  • Represented a title insurance company in connection with claims brought by owners of real estate for the fraudulent transfer of title to property insured by the title insurance company.
  • Represented an environmental construction company in connection with multiple claims for millions of dollars in additional services provided in connection with the remediation of a 10-acre PCB contaminated site. The litigation involved a six-week trial, with 11 expert witnesses, resulting in a multi-million dollar verdict in favor of the client.

Speaking Engagements

  • Presenter, “Legal Aspects and Documents for Business Transition -- Accelerating Success Through Business Transition,” DeVoe & Company Program, June 2013
  • Presenter, “Succession Planning Issues for Registered Investment Advisors,” TD Ameritrade Program, May 2012
  • Co-Presenter, “Don’t Blow Up Your Business: Avoid SEC Scrutiny, Use Social Media Correctly, and Protect the Goodwill of Your Business,” TD Ameritrade Program, May 2011
  • Co-Presenter, “Restrictive Covenants for Employees,” Primerus International Seminar, May 2011
  • Presenter, “Changes in the Regulatory Scheme for Investment Advisors,” Charles Schwab & Co. Program, December 2010
  • Presenter, “The Risks Inherent in Selling Securities and Raising Capital and How to Protect Against Unwanted Liability,” Primerus International Seminar, June 2010
  • Presenter, “Coping With Turbulent Markets and an Uncertain Future -- a Primer on Financial, Business Succession and Estate Planning,” KFTR Client Seminar, June 2009
  • Co-Presenter, “Best Practices for Investment Advisors in a Changed Environment,” Charles Schwab & Co. Program, June 2009
  • Presenter, “How Attorneys Select Expert Witnesses,” Forensic Expert Witness Association Program, October 2008
  • Presenter, “Making Health Care Business Decisions Without Being Sued,” Healthcare Liability Issues in the 90s, Seminar Presented by Sedgwick, Detert, Moran & Arnold, 1994

Publications

  • Co-Author, “Want to Buy or Sell a Registered Investment Advisory Business,” White Paper for Charles Schwab & Co., 2010
  • Co-Author, “Succession Planning Issues for Registered Investment Advisors,” White Paper for Charles Schwab & Co., 2010
  • Author, “Bad Weather – is it an Excusable Delay,” American Subcontractors Association Magazine, 1998
  • Author, “Claims Against Owners for Failing to Provide Superior Knowledge of a Site Condition,” American Subcontractors Association Magazine, 1997
  • Author, “Specifications and Drawings – Which Take Precedence If There Is a Conflict,” American Subcontractors Association Magazine, 1996
  • Author, “Commercial Liability Issues,” Healthcare Liability Deskbook, Sedgwick, Detert, Moran & Arnold Publication, 1994
  • Author, “Standard of Liability of Directors and Officers of Federally Insured Depository Institutions in Civil Suits Brought by the FDIC,” IBA LAWwatch, Illinois Bankers Association, 1993
  • Author, “Fidelity Bonds -- Discovery of a Loss and Notice to the Insurer,” Chicago Surety Claims Association, 1992
Steven Rotunno

CONTACT

srotunno@kftrlaw.com

EDUCATION

  • J.D., Loyola University of Chicago
  • B.S., University of Illinois

PRACTICE AREAS