Case Name: ALPHABET SHAREHOLDER DERIVATIVE LITIGATION (JCCP 4877)
Case No.: INCLUDED ACTIONS ARE: (1) JESSUP V. PAGE, ET AL., SUPERIOR COURT OF CALIFORNIA, COUNTY OF SAN MATEO, CASE NO. CIV538782; (2) MULLANEY V. PAGE, ET AL., SUPERIOR COURT OF CALIFORNIA, COUNTY OF SANTA CLARA, CASE NO. 16CV295901; (3) PIFKO V. SCHMIDT, ET AL., SUPERIOR COURT OF CALIFORNIA, COUNTY OF SANTA CLARA, CASE NO. 16CV295938; (4) IRVING FIREMEN’S RELIEF AND RETIREMENT FUND V. PAGE, ET AL., SUPERIOR COURT OF CALIFORNIA, COUNTY OF SAN MATEO, CASE NO. CIV539070; (5) THE POLICE RETIREMENT SYSTEM OF ST. LOUIS V. PAGE, ET AL.; COUNTY OF SAN MATEO, CASE NO. 16CIV00122; (6) LOUISIANA SHERIFFS PENSION FUND V. PAGE, ET AL.; COUNTY OF SANTA CLARA, CASE NO. 16CV300731; (7) LIVONIA EMPLOYEES’ RETIREMENT SYSTEM V. PAGE, ET AL., SUPERIOR COURT OF CALIFORNIA, COUNTY OF SANTA CLARA, CASE NO. 17CV305160.

These coordinated derivative actions allege violations of European Union antitrust laws and breaches of fiduciary duty against nominal defendant Alphabet Inc. and several individual defendants.

At issue is defendants’ motion to seal portions of the Court’s December 7th, 2017 tentative ruling and December 13th, 2017 order, which is unopposed.

I. Legal Standard

The court may order that a record be filed under seal only if it expressly finds facts that establish: (1) There exists an overriding interest that overcomes the right of public access to the record; (2) The overriding interest supports sealing the record; (3) A substantial probability exists that the overriding interest will be prejudiced if the record is not sealed; (4) The proposed sealing is narrowly tailored; and (5) No less restrictive means exist to achieve the overriding interest.” (Cal. Rules of Court, rule 2.550(d).)

“Courts have found that, under appropriate circumstances, various statutory privileges, trade secrets, and privacy interests, when properly asserted and not waived, may constitute overriding interests.” (In re Providian Credit Card Cases (2002) 96 Cal.App.4th 292, 298, fn. 3.) In addition, confidential matters relating to the business operations of a party may be sealed where public revelation of the information would interfere with the party’s ability to effectively compete in the marketplace. (See Universal City Studios, Inc. v. Superior Court (Unity Pictures Corp.) (2003) 110 Cal.App.4th 1273, 1285-1286.)

Where some material within a document warrants sealing, but other material does not, the document should be edited or redacted if possible, to accommodate both the moving party’s overriding interest and the strong presumption in favor of public access. (Cal. Rules of Court, rule 2.550(d)(4), (5).) In such a case, the moving party should take a line-by-line approach to the information in the document, rather than framing the issue to the court on an all-or-nothing basis. (In re Providian, supra, 96 Cal.App.4th at p. 309.)

II. Analysis

The tentative ruling and order that Alphabet moves to file under seal addressed, among other motions, defendants’ demurrers to the Consolidated Stockholder Derivative Complaint and defendants’ motions to seal portions of the Complaint and of filings associated with the demurrers. The Court granted the motions to seal, finding that the material at issue reflected confidential business information from Alphabet’s board and committee meeting materials and that each of the requirements of rule 2.550(d) was satisfied. The present motion to seal relates to the same material as reflected in the Court’s tentative ruling and order. Alphabet has filed appropriately redacted public versions of these documents with its motion to seal.

As discussed in the December 13th order, this material is appropriately filed under seal and each of the requirements of rule 2.550(d) is satisfied under the circumstances.

III. Conclusion and Order

The motion to seal is GRANTED.

The Court will prepare the order.