Opinion
15628 Index No. 653594/18 Case No. 2021–03584
03-31-2022
HENG REN SILK ROAD INVESTMENTS LLC, et al., Plaintiffs–Respondents, v. DUFF & PHELPS, LLC, Defendant–Appellant.
Winston & Strawn LLP, New York (James P. Smith III of counsel), for appellant. Gardy & Notis, LLP, New York (Jennifer Sarnelli of counsel), for respondents.
Winston & Strawn LLP, New York (James P. Smith III of counsel), for appellant.
Gardy & Notis, LLP, New York (Jennifer Sarnelli of counsel), for respondents.
Gische, J.P., Oing, Scarpulla, Shulman, Higgitt, JJ.
Order, Supreme Court, New York County (Andrew S. Borrok, J.), entered September 29, 2021, which denied defendant Duff & Phelps, LLC's motion to seal a confidential valuation report, unanimously affirmed, with costs.
Duff & Phelps failed to show good cause to seal the valuation report at issue (see 22 NYCRR 216.1 ; Applehead Pictures LLC v. Perelman, 80 A.D.3d 181, 191–192, 913 N.Y.S.2d 165 [1st Dept. 2010] ; Mosallem v. Berenson, 76 A.D.3d 345, 349, 905 N.Y.S.2d 575 [1st Dept. 2010] ; Gryphon Dom. VI, LLC v. APP Intl. Fin. Co., B.V., 28 A.D.3d 322, 324, 814 N.Y.S.2d 110 [1st Dept. 2006] ). Duff & Phelps's foreign law expert speculated that Duff & Phelps and its personnel could be subject to draconian penalties if it were found to be in violation of People's Republic of China Data Security Law (DSL) by filing the confidential valuation report with a foreign judicial entity. However, those conclusory statements are insufficient for good cause ( Matter of Hofmann, 284 A.D.2d 92, 94, 727 N.Y.S.2d 84 [1st Dept. 2001] ). Duff & Phelps admitted it did not believe the report fell under the DSL's parameters, and failed to provide any analysis as to why the Chinese authorities might disagree with that conclusion. Moreover, Duff & Phelps failed to provide any evidence regarding the likelihood of the Chinese authorities to apply the DSL, which went into effect on September 1, 2021, retroactively to a document created 3.5 years prior. On this record, Duff & Phelps also failed to sustain its burden of proving that the document at issue contained confidential proprietary information.
We have considered defendant's remaining arguments and find them unavailing.