Tanya Dmitronow

Tanya Dmitronow is a partner in the Litigation Department and a member of the Firm’s White Collar Defense & Investigations and Securities Litigation Groups. Tanya’s practice focuses on federal securities-fraud class-action defense, corporate-governance litigation, shareholder derivative suits and M&A-related litigation. Tanya also has significant experience representing clients in connection with domestic and international regulatory and internal investigations, and in SEC enforcement actions in particular.

She has represented foreign and U.S.-based clients from a broad range of industries, including technology, telecommunications, insurance, financial services, private equity, hedge funds, energy services, oil and gas, and healthcare.

Firm/Organization: Proskauer Rose LLP

Blogs: Corporate Defense and Disputes

Latest Articles

Corporate Defense and Disputes

Seventh Circuit Adopts Trulia Standard for Disclosure-Only Settlements

By Tanya Dmitronow & Edward Canter on August 18, 2016

Last week, in an opinion authored by Judge Richard Posner, the U.S. Court of Appeals for the Seventh Circuit rejected a proposed class-action settlement arising from Walgreen Co.’s acquisition of the Swiss-based pharmacy company, Alliance Boots GmbH. In re Walgreen Co. Stockholder Litigation, No. 15-3799 (7th Circ. Aug. 10, 2016). Judge Posner’s sharply-worded opinion endorsed the Delaware Chancery Court’s holding in In re Trulia, Inc. Stockholder Litigation, 129 A.3d 884, 894 (Del. Ch. 2016) and…

Corporate Defense and Disputes

Joshua Newville Discusses Amendments to Rules Governing SEC Administrative Proceedings with Compliance Week

By Tanya Dmitronow & Edward Canter on August 17, 2016

Last month, the SEC announced that it had adopted amendments updating the rules of practice governing its in-house administrative proceedings. On August 9, 2016, Compliance Week published an article on the recently-adopted amendments, entitled, SEC modifies administrative proceedings, but did it go far enough? The article features insights from Proskauer partner Joshua Newville, who discusses whether the amendments sufficiently address the SEC’s perceived “home-field advantage” in administrative proceedings.…

Corporate Defense and Disputes

Key Takeaways from SEC/DOJ Enforcement Panel

By Tanya Dmitronow & Russell Kostelak on May 24, 2016

Last week, representatives of the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice (“DOJ”) participated in Sandpiper Partners LLC’s Annual SEC/DOJ Enforcement 2016 Panel at the Metropolitan Club. Participants included: Stephanie Avakian (Deputy Director, Division of Enforcement, SEC), Nicole Friedlander (Chief, Complex Frauds and Cybercrime Unit, U.S. Attorney’s Office, Southern District of New York), and Telemachus Kasulis (Deputy Chief, Securities and Commodities Task Force, U.S. Attorney’s Office, Southern District of New…

Corporate Defense and Disputes

Second Circuit Reinforces Liability Standard in Securities Cases Based on Statements of Opinion

By Jonathan Richman, Tanya Dmitronow & Philip Arnold on March 10, 2016

On March 4, 2016, the U.S. Court of Appeals for the Second Circuit reinforced the stringency of the new standard for liability in securities cases arising from allegedly misleading statements of opinion. Construing the Supreme Court’s 2015 Omnicare decision, the Second Circuit held in Gen. Partners Glenn Tongue v. Sanofi Pharmaceuticals, Inc. that a statement of opinion does not become misleading based on allegedly omitted material facts unless the omitted facts conflict with what a…

Corporate Defense and Disputes

Eleventh Circuit Considers Challenge to SEC Administrative Proceedings

By Tanya Dmitronow & Edward Canter on March 4, 2016

Last week, in the consolidated cases of Charles Hill, Jr. v. SEC (No. 15-12831) and Gray Financial Group, Inc. v. SEC (No. 15-13738), the U.S. Court of Appeals for Eleventh Circuit heard oral argument on the question of whether federal district courts have jurisdiction to review constitutional challenges to SEC administrative enforcement proceedings. The Eleventh Circuit is the most recent court of appeals to examine the issue. Recently, the D.C. Circuit, in Jarkesy v. SEC…

Corporate Defense and Disputes

Delaware Court of Chancery Rejects Another Disclosure-Only M&A Settlement and Warns of “Increasingly Vigilant” Scrutiny

By Jonathan Richman, Gregg Mashberg, Ralph Ferrara, Ann Ashton & Tanya Dmitronow on January 25, 2016

The Delaware Court of Chancery last week dealt another blow to disclosure-only settlements of merger litigation and refused to approve a proposed class-action settlement arising from Zillow, Inc.’s acquisition of Trulia, Inc. The court’s decision held that the supplemental disclosures that formed the basis of the settlement were not “material or even helpful to Trulia’s stockholders” and thus did not “afford them any meaningful consideration to warrant providing a release of claims to the defendants.”…

Corporate Defense and Disputes

Second Circuit Rejects Riley Appeal over Personal-Benefit Standard for Insider Trading

By Tanya Dmitronow, Jonathan Richman & Russell Kostelak on January 19, 2016

The Second Circuit last week affirmed the conviction of a former corporate executive on charges of insider trading. The court’s unpublished decision on January 14 in United States v. Riley held that the Government had adduced sufficient evidence that the defendant had received a personal benefit – in the form of investment advice – in exchange for providing material nonpublic information to a tippee.…

Corporate Defense and Disputes

Supreme Court to Review Insider-Trading Decision on Personal Benefit

By Jonathan Richman, Ralph Ferrara, Ann Ashton & Tanya Dmitronow on January 19, 2016

The Supreme Court agreed today to review the Court of Appeals for the Ninth Circuit’s decision concerning the “personal benefit” required to establish a claim for insider trading. The grant of certiorari in Salman v. United States (No. 15-628) could resolve a possible split between the Ninth Circuit and the Second Circuit on the type of “personal benefit” that constitutes a violation of the federal securities laws. Read more here.…

Corporate Defense and Disputes

9th Circuit’s Insider-Trading Decision in US v. Salman

By Jonathan Richman, Ralph Ferrara, Ann Ashton & Tanya Dmitronow on July 13, 2015

The U.S. Court of Appeals for the Ninth Circuit appears to have rebuffed aspects of the Second Circuit’s recent effort to narrow liability for insider trading. The Ninth Circuit’s decision today in United States v. Salman holds that insiders can engage in insider trading if they disclose material nonpublic information with the intent to benefit a trading relative or friend, even if they do not receive a pecuniary gain or other quid pro quo type…

Corporate Defense and Disputes

Delaware Senate Passes Bill Prohibiting Bylaws on Fee Shifting

By Jonathan Richman, Tanya Dmitronow, Rachel Wolkinson & Stacey P. Eilbaum on May 13, 2015

Yesterday, the Delaware Senate passed legislation prohibiting publicly-traded corporations from adopting bylaws that force shareholders to pay legal fees if they bring internal corporate claims against the company in court and do not win. The legislation also allows Delaware corporations to designate Delaware – but not any other state – as the exclusive forum for internal corporate claims. The bill passed on a 16-5 vote and now heads to the Delaware House of Representatives.…

Tanya Dmitronow

Seventh Circuit Adopts Trulia Standard for Disclosure-Only Settlements

Joshua Newville Discusses Amendments to Rules Governing SEC Administrative Proceedings with Compliance Week

Key Takeaways from SEC/DOJ Enforcement Panel

Second Circuit Reinforces Liability Standard in Securities Cases Based on Statements of Opinion

Eleventh Circuit Considers Challenge to SEC Administrative Proceedings

Delaware Court of Chancery Rejects Another Disclosure-Only M&A Settlement and Warns of “Increasingly Vigilant” Scrutiny

Second Circuit Rejects Riley Appeal over Personal-Benefit Standard for Insider Trading

Supreme Court to Review Insider-Trading Decision on Personal Benefit

9th Circuit’s Insider-Trading Decision in US v. Salman

Delaware Senate Passes Bill Prohibiting Bylaws on Fee Shifting

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