Caroline Harris Crowne

Caroline Harris Crowne

Partner

503.802.2056
caroline.harris.crowne@tonkon.com

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Services & Industries

Education

J.D., magna cum laude, New York University School of Law, 2001, Order of the Coif

B.A., summa cum laude, Rice University, 1997

Bar & Court Admissions

Oregon State Bar
Washington State Bar Association
U.S. District Court, District of Oregon
U.S. District Court, Western District of Washington

In her 19 years at Tonkon Torp, Caroline has taken more than thirty cases to trial or final hearing and has resolved many more through motions and settlement. Caroline excels at presenting complex concepts in a way that makes sense to judges, juries, arbitrators, and other decision makers. She regularly handles matters in state and federal courts, in private arbitration, and in regulatory proceedings.

Caroline’s litigation practice focuses on disputes over business transactions and relationships. She is well versed in commercial contracts and accounting concepts. She has a special interest in matters relating to the ownership, governance, and sale of businesses. She has handled numerous cases involving claims for breaches of fiduciary duty, disputes over stock and asset purchase agreements, and indemnification claims. She also regularly represents clients in federal and state administrative proceedings, involving the regulation of utilities, financial institutions, and the practice of accounting.
                                                    
Through the course of her career, Caroline has developed deep expertise in arbitration and mediation procedure. She trained in mediation while a college student in Houston and then volunteered as a mediator during law school in New York, resolving dozens of cases in civil court, in small claims court, and at a neighborhood mediation center. She has published several articles and given presentations on topics of arbitration procedure under federal and state law.

Before joining Tonkon Torp, Caroline clerked for the Honorable Charles S. Haight in the Southern District of New York.

Caroline and her husband, Adrian, are parents of two teenagers. As a family, they enjoy all kinds of outdoor activities—camping, hiking, skiing, and biking. Caroline and Adrian also enjoy going out dancing. They both started with East Coast Swing, learned how to do the Texas Two Step when they were in college together at Rice University, and then studied the tango in New York. Now, after more than twenty-five years as dance partners, they don’t follow any rules and everything blends together. 

Representative Matters

Claims from Sale of Business

Obtained multi-million dollar arbitration award in favor of clients, who sold their successful family business to a large national corporation. Defeated buyer's justifications for not paying the full purchase price, involving contractual indemnities and accounting issues.

Indemnity Defense

Defended manufacturing client against multi-million-dollar contractual indemnity and tort claims. Obtained complete defense victory after arbitration hearing.

Fraud and Breach of Contract Defense

Defended a real estate developer against claims of fraud and breach of contract arising from a mixed residential-business-church development project. The client sought our help less than two weeks before the scheduled arbitration hearing. We prepared witnesses, including experts, and assembled documentary evidence in time for the hearing, and we succeeded in protecting our client from any personal liability.

Accountant Discipline

Represented accountant in responding to charges before the Oregon Board of Accountancy, resulting in complete dismissal of charges with no finding of misconduct.

Accountant Malpractice

Represented accounting firm in defense of claims of malpractice and assisting tortious conduct by firm's client, resulting in favorable settlement prior to trial.

Bank Regulatory Enforcement

Represented bank directors in responding to notice of potential enforcement actions by federal banking regulator, resulting in determination not to proceed with any enforcement action or sanction.

Contract Dispute

Obtained summary judgment dismissing contract and tort claims brought against client in connection with franchise agreement.

Hart-Scott-Rodino Antitrust Filing for Health Care Client

Completed a Hart-Scott-Rodino antitrust filing with the U.S. Department of Justice Federal Trade Commission for Moda Health’s $155 million stock sale to Delta Dental of California.

Liquidating Trustee Representation

Pursued litigation in multiple venues on behalf of liquidating trustee for bankrupt company whose principals were convicted of felonies. Recovered millions of dollars for distribution to the company's customers through litigation and settlement of claims against company insurers, officers, professionals, and beneficiaries of improper transfers.

Minority Shareholder Oppression

Won verdict in jury trial on breach of fiduciary duty claim on behalf of clients who were minority owners in a professional services business.

Representation of Second-Generation Business Owner

Defended and successfully resolved claims for breach of agreements that were made in connection with the transition of a family business from one generation to the next.

Starr-Wood v. Swanson et al.

Obtained Plaintiff's verdict in jury trial on breach of fiduciary duty claim on behalf of minority shareholders.

Amen v. Roberts

Obtained $5.1 million arbitration award against client's ex-husband for breach of an agreement to share profits in a business they formed together.

William Davis et al. v. Cascade Tanks LLC et al.

Successfully abated breach of contract and business tort claims against client, enforcing foreign arbitration agreement.

Representation of Trustee in Bankruptcy Matter

Represented trustee in a successful re-opening of a closed bankruptcy case to deal with newly discovered estate funds.

Padrick v. Dean, et al

Brought adversary proceeding in bankruptcy court on behalf of liquidating trustee to recover profits and damages from the misappropriation of funds that the debtor corporation was supposed to hold for clients. Obtained settlement of $800,000.

Shareholder Oppression Claims

Brought claims for minority shareholder oppression and employment discrimination. After obtaining partial summary judgment, we obtained a favorable settlement for our client.

Venue Dispute

Sustained venue (after a full day evidentiary hearing) in federal action for a regionally-based client suing a company headquartered in the eastern United States, leading to a favorable resolution for the client.

WHI Hotel, LLC, et al. v. Wilsonville Holiday Partners LLC, et al.

Defended Wilsonville Holiday Partners (WHP) against claims for breach of warranty and misrepresentation in a hotel property sold by WHP to buyers in 2008. The buyers claimed that alleged defects in the hotel allowed water intrusion from the roof and windows. The case was tried to a jury in Washington County Circuit Court. Plaintiffs sought damages of $5 million and punitive damages of $15 million. After the jury had deliberated to impasse, the case was settled on terms favorable to the client, for a small fraction of the amount sought by plaintiff, and the settlement consisted mainly of forgiveness of a note from buyers to seller for seller financing of a portion of the purchase price.

Columbia Helicopters v. Boeing

Represented Columbia Helicopters in a dispute over Boeing’s refusal to sell Boeing helicopter parts to Oregon-based Columbia Helicopters, to allow Columbia to fulfill its contracts to repair Boeing-manufactured military CH-47 Chinook helicopters. To resolve threatened antitrust litigation, Boeing ultimately agreed to recognize Columbia Helicopters as an independent service organization provide Columbia with Boeing parts to perform CH-47 repair services.

Breach of Fiduciary Duty Claims

Successfully defended and resolved claims of breach of ficuciary duty against founder of family business.

City of Albany v. SVC Manufacturing Inc.

Defended SVC, a subsidiary of PepsiCo Americas Beverages, in a $105,000,000 breach of contract action filed by the City of Albany after SVC terminated a development agreement pursuant to which SVC was to build a Gatorade plant in Albany.

Arbitration of Claims from Sale of Business

Completed a successful arbitration to enforce payment owed to clients, family members who founded and grew a successful Northwest business and then sold the business to a large national corporation. Defeated all of the buyer's justifications for not paying, which included counterclaims involving indemnities and accounting issues. Clients received a multi-million dollar award.

Tonkon Torp Celebrates Final Victory for Former Bank of Oswego CEO

The U.S. District Court for the District of Oregon recently dismissed the last criminal charges lingering against Dan Heine, former Bank of Oswego CEO. In 2015, Mr. Heine and Diana Yates, the Bank’s former CFO, were indicted for conspiracy to commit bank fraud and making false bank entries during the time they served as officers for the Bank. They both denied any wrongdoing.

Tonkon Torp Wins Arbitration Victory for Technology Company and Patent Law Firm

Tonkon Torp achieved a significant arbitration win involving two clients, a California-based technology company and its patent litigation law firm. Tonkon Torp was originally retained to represent the tech company in obtaining declaratory and injunctive relief against a litigation finance company that had been engaged to fund the client’s patent enforcement litigation.

Tonkon Torp Leads Moda Health Through Corporate Restructure and $155 Million Sale

Tonkon Torp led client Moda Health through its high-profile corporate restructure and $155 million stock sale to Delta Dental of California.

Tonkon Torp Completes Successful Arbitration for Owners of Closely Held Business

In December 2015, Tonkon Torp closed a swift and successful arbitration to enforce payment owed to its clients, family members who founded and grew a successful business in the Northwest. In 2012, the clients had worked with Tonkon Torp to sell the company to a large, billion-dollar national entity.

Tonkon Torp Guides Unique Renewable Energy Project Through Key Phases

Tonkon Torp has worked on the project at key stages throughout its lifespan. Led by David Petersen, the firm first helped the original developer obtain land rights and evaluate title issues. In 2013, the developer and Tonkon Torp began a four-year process to secure the project’s site certificate from the Oregon Energy Facility Siting Council.

Community Involvement & Activities

Multnomah Bar Association
Board of Directors, 2018-Present

Court Liaison Committee
2015-2018, Member

CLE Committee
2009-2012, Member
2011-2012, Chair

City Club of Portland
2017-Present, Board of Governors
2005-2008, Chair of Research Committee on Partisanship
2009-2010, Advocacy Committee for Report on Partisanship
2010-2012, Chair of Agora Steering Committee
2010-2011, Member of the Year Award
2013-2016, Research Board Member
2015-2016, Research Award

Suite Talkers Toastmasters Club
2010-Present, Member
2010, Founder
2010-2011, President
2011-2012, Treasurer

Religious Society of Friends (Quakers)
Multnomah Monthly Meeting
2014-Present, Nominating Committee
2004-2005, Nursery Committee
2005-2007, Nursery Clerk
2007-2010, Personnel Clerk
2010-2012, Middle School Friends Committee

Oregon Food Bank
2013-2017, Firm Campaign Chair

Legal Aid Domestic Violence Project
2004-2011, Volunteer Attorney

Southeast Legal Clinic
2003-2011, Volunteer Attorney

Portland Business Alliance
Leadership Portland, Class of 2009
Program Day Co-Chair for Class of 2010 and Class of 2011

The Lawyer’s Campaign for Equal Justice
2004-2007, Associates Committee


Professional Memberships

American Bar Association
Federal Bar Association
Multnomah Bar Association
Oregon Women Lawyers

The Best Lawyers in America

2013-2023, Commercial Litigation

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Super Lawyers

2015-2022, Oregon Super Lawyer – Business Litigation
2009-2014, Oregon Rising Star – Business Litigation

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Daily Journal of Commerce

2010, Up and Coming Lawyer of the Year, Portland, Oregon

Best Lawyers in America® Includes 53 Tonkon Torp Attorneys on 2023 List

Fifty-three Tonkon Torp lawyers representing 37 practice areas have been selected for inclusion in The Best Lawyers in America® 2023. Nearly all the attorneys have been previously named to the peer-review list, and most have been listed for more than 10 years.

31 Tonkon Torp Attorneys Honored on 2022 Super Lawyers Lists

Thirty-one Tonkon Torp attorneys in 11 practice areas have been included in the 2022 Oregon Super Lawyers or Rising Stars

Tonkon Torp Unveils Shareholder Disputes & Governance Practice Group

Tonkon Torp has launched a new practice group, Shareholder Disputes & Governance.

OSB Litigation Publication with Tonkon Torp Contributions Wins International Award

A recent publication from the Oregon State Bar Legal Publications, Oregon Civil Pleading and Litigation has won an Award of Outstanding Achievement from the Association for Continuing Legal Education. Partners Caroline Harris Crowne and Dan Skerritt were members of the editorial review board for the publication, and helped to develop and organize the list of topics for inclusion, recruit authors for the 48 chapters, and provide peer-review for the draft chapters

Best Lawyers in America® Includes 53 Tonkon Torp Attorneys on 2022 List

Fifty-three Tonkon Torp lawyers representing 39 practice areas have been selected for inclusion in The Best Lawyers in America® 2022

All News Items

Publications & Presentations

“Drafting Mediation Provisions in Transaction Documents,” Oregon State Bar CLE, March 2020

Panelist, “An Insiders Look at the Bank of Oswego Fraud/Conspiracy Trial,” Oregon State Bar CLE, November 2018

Panelist, “Expect the Unexpected – How to Communicate Uncertainty While Maintaining Credibility,” Oregon Association of Corporate Counsel, May 2018

“Expert Witnesses,” Multnomah Bar Association Young Lawyers Section, Advanced Litigation Series, May 2018

Panelist, “Mississippi Burning: Pro Bono Service – Then and Now,” Oregon State Bar’s 25th Annual Litigation Institute & Retreat Meeting, March 2018

“Keep Your Arbitration Clause Clean: Three Easy Steps to Avoid Making a Big Mess,” Association of Corporate Counsel of Oregon Newsletter, July 2017

“Practice Note – Enforcing Arbitration Awards in Oregon,” Practical Law, April 2017

“Discovery for New Attorneys,” Multnomah Bar Association, Young Litigators Forum, February 2017

“Dispute Resolution for Startups,” January 2016

“Commercial Litigation,” SuperSaturday CLE, Oregon State Bar New Lawyers Division, October 2014

“Out of the Frying Pan, Into the Fire? Forum Selection and its Consequences,” OSB Debtor-Creditor Section, Annual Meeting, September 2013

“Forensic Accounting in Litigation,” Portland State University, School of Business Administration, February 2012

“Intake and Case Management: The Complaint is Not the Beginning of the Case,” Multnomah Bar Association, Young Litigators CLE Series, February 2011

Co-Presenter, “Getting in Front of the Jury,” American College of Trial Lawyers Northwest Regional Conference, July 2010

Co-Presenter, “Fewer and Fewer Civil Trials: Why, What Does it Mean, and What Can Be Done?” Oregon Association of Defense Counsel Annual Convention, June 2010

“Are Mandatory Mediation Clauses Enforceable?” Litigation Journal, Oregon State Bar, Summer 2010

“Arbitration and Federalism: Conflicts in Federal and State Substantive and Procedural Law,” Arbitration and Mediation, Oregon State Bar, 2008

“Federal Arbitration Act Preempts Oregon Legislature’s 2007 Amendment to Oregon Arbitration Act,” Litigation Journal, Oregon State Bar, Summer 2008

Co-Presenter, “Arbitration Clauses in Contracts: Drafting, Enforcing, and Challenging Them,” Multnomah Bar Association, November 2007

“The Alternative Dispute Resolution Act of 1998: Implementing a New Paradigm of Justice,” 76 N.Y.U. L. Rev.1768, 2001