Chancery Seals Confidential Company Valuation at Public Trial .

In the Subject of Desire for Grandchildren of Wilbert L. and Genevieve W. Gore dated April 14, 1972, C.A. No. 1165-VCN (Del. Ch.Jan. 6, 2011), read letter ruling here.

IssueAddressed

Thisshort letter decision,the latest iterationofan ongoing internecine battle of longstanding over the price of a trust, involved the effect of whether or not a lot of the trial transcript that was sealed should be made public.

The local newspaper requested that the order sealing a lot of the trial transcript be vacated and that the world be granted admission to the redacted information. This letter ruling would be helpful for anyone who seeks to have confidential information that would otherwisebe disclosed during a trial, kept from public disclosure. Brief Overview

The issues addressed in this shell could be relevant to trials involving proprietary and sensitive confidential information around the treasure of privately-held companies in general. During the trial of a lot of this case, testimony was inadvertently given that revealed a per share value for the large, successful privately-held company called W.L. Gore & Associates, Inc. ("the Company"), known for widely-used consumer products such as GoreTex. Also disclosed inadvertently during the test was theamount of stockof the Party held indirectly by the faith about which the litigation was focused. From that information, one might be capable to infer a rating of the whole Company. The Party has consistently kept its value a closely-guarded confidential matter.

A confidentiality order was entered at thebeginning ofthis case and the sole persons present during the trial, even though it was opened to the public, were court personnel and individuals already destined by the existing confidentiality order.

After the disclosure, trustees of the trust promptly moved to stamp the circumstances of the trial transcript which included the inadvertently disclosed sensitive information. The Court granted that application. The trial transcript was otherwise available for the public.

The redaction that the Court allowed referred to the rate of the interests held by the faith in Company stock (the "Valuation Information") The other inadvertent disclosure involved the number of shares held in hope for certain grandchildren (the "Share Information").

A local newspaper argued that when statements are made in "open court," the information enters the world land and may not be restored to confidential status. The paper also argued that Delaware`s Freedom of Information Act requires revelation and that there was no trade secret otherwise entitled to confidential treatment.

The Court cited to several cases both at the federal level and in Delaware for the applicable authority and the applicable standard for determining these issues. The Court quickly dispensed with and spurned the statement that the FOIA applied generally tonon-public data filed withthe Court system.

Interestingly, the Court noted "the debate, one with an almost metaphysical aura, about whether once something is said in open court it becomes part of the world domain." See footnote 16. However, in this example by coincidence, no one was introduce in the court other than court personnel or persons already destined by the price of the confidentiality order. Thus, the metaphysical issue was not essential for the Court to address.

Unlike the Share Information which did not involve valuation, and which the Court allowed to be released and near which the varnish would be lifted, the evaluation of the Company has been closely guarded in the preceding and the inadvertent disclosure should not undo those efforts, the Court reasoned.

Although the Court acknowledged the cosmopolitan interest in the world to get admittance to public proceedings, in this spot the partial sealing of the trial transcript to limit access in a narrowly-tailored way to protect "confidential, personal, financial and proprietary business information," outweighed any motive for public access, especially when the world never had prior access to the Valuation Information.