Gannett Co. v. Entergy Mississippi, Inc.

940 So. 2d 221, 2006 WL 2373176
CourtMississippi Supreme Court
DecidedAugust 17, 2006
Docket2005-CA-00052-SCT
StatusPublished
Cited by14 cases

This text of 940 So. 2d 221 (Gannett Co. v. Entergy Mississippi, Inc.) is published on Counsel Stack Legal Research, covering Mississippi Supreme Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Gannett Co. v. Entergy Mississippi, Inc., 940 So. 2d 221, 2006 WL 2373176 (Mich. 2006).

Opinion

940 So.2d 221 (2006)

GANNETT RIVER STATES PUBLISHING COMPANY, INC. d/b/a The Clarion-Ledger
v.
ENTERGY MISSISSIPPI, INC.

No. 2005-CA-00052-SCT.

Supreme Court of Mississippi.

August 17, 2006.
Rehearing Denied November 2, 2006.

Robert B. McDuff, Jackson, attorney for appellant.

James Keithly Child, Jr., Henderson S. Hall, Jr., Charles Edwin Ross, Jackson, attorneys for appellee.

EN BANC.

*222 RANDOLPH, Justice, for the Court.

¶ 1. Gannett River States Publishing Company, Inc., d/b/a The Clarion Ledger ("Gannett") filed a request with the Mississippi Public Service Commission ("MPSC") to disclose the amount Entergy Mississippi, Inc. ("Entergy") was charging Nissan for electrical service at its automobile manufacturing plant in Madison County, Mississippi. Entergy filed suit against the MPSC and Gannett to prevent the MPSC's disclosure of the terms of an "Agreement for Electrical Service" ("Agreement") between Entergy and Nissan, which required and received the MPSC's approval. The suit was filed in the Chancery Court of the First Judicial District of Hinds County. Following trial, the chancellor found that the Agreement contained confidential information protected under the Mississippi Public Records Act and was exempt from disclosure. Therefore, Entergy's motion for declaratory and injunctive relief was granted.

FACTS

¶ 2. Entergy provides electrical service to forty-five counties in Mississippi. In 2000, Entergy entered into negotiations with Nissan to encourage Nissan to locate an automobile manufacturing plant in Madison County. An agreement to supply electrical service to the plant was eventually reached. The parties designated the Agreement and its terms as confidential. The Agreement was approved by the MPSC as required by Miss.Code Ann. Section 77-3-35(1).[1] Specifically, the MPSC found "that the Agreement between the Company and Nissan should be approved by this Commission as being in the public interest." The terms of the private Agreement, including the charge for electrical service, were not publicly disclosed.

¶ 3. While reporting on Nissan's arrival in Madison County, Gannett began investigating the amounts that utilities were charging Nissan for their services. Gannett filed a written request to the MPSC, pursuant to the Mississippi Public Records Act of 1983, to obtain the amount Entergy would charge Nissan for electrical service. Pursuant to regulations, the MPSC notified Entergy of Gannett's request and informed Entergy that it would release the information in thirty days unless Entergy obtained an injunction blocking such disclosure.[2]

¶ 4. Exercising its legislatively granted right, Entergy filed suit against MPSC, its executive secretary, and Gannett seeking a protective order to enjoin MPSC from disclosing the information to Gannett. The chancellor entered an agreed order granting Entergy's motion for a preliminary *223 injunction to prevent disclosure of any documents related to the Agreement prior to a trial on the merits. Gannett subsequently filed a motion seeking to dissolve the preliminary injunction.

¶ 5. At trial, Entergy called witnesses who testified that the charges were part of a "special contract" for a specific consumer. Witnesses for Entergy further testified that high volume customers, who typically require that a potential contract be confidential before negotiations even begin, are often charged reduced and publicly undisclosed amounts based on their anticipated large energy consumption. Additionally, Entergy witnesses testified that obtaining such lucrative contracts allowed Entergy to maintain lower rates for smaller customers. Finally, Entergy witnesses opined that the disclosure of special contract terms would harm Entergy twofold in futuro. First, by enabling other electrical utilities to underbid Entergy in its attempts to secure high volume industrial customers for Entergy's area of service. Second, present Entergy users furnished with confidential commercial or financial information would seek more attractive terms, even though some present users do not present the same profit potential as those receiving Entergy's lowest charges.

¶ 6. Gannett offered two witnesses. The first witness, a retired economics professor, opined that he was not aware of any economically feasible reason why Entergy would need to keep the terms of its special contracts confidential. The second witness, a reporter, testified about the accuracy of articles concerning Nissan.

¶ 7. The chancellor found that while the Entergy-Nissan Agreement was not exempt from disclosure simply because it was labeled a "special contract," the Agreement did contain "confidential commercial and financial information" protected under Miss.Code Ann. Sections 25-61-9(1) and 79-23-1(2), and, thus, was exempt from disclosure. Specifically, the chancellor stated, "[t]he Court has reviewed the documents in camera and is convinced that disclosure of such documents would result in a loss of competitive edge in future negotiations." Accordingly, the chancellor denied Gannett's motion to dissolve the preliminary injunction and enjoined any party from releasing any of the information at issue to the newspaper or its agents.

¶ 8. Aggrieved, Gannett appeals the ruling below.

STANDARD OF REVIEW

¶ 9. To reverse the ruling of the trial court requires a de novo finding that the chancellor erroneously interpreted or applied the law, see Gannett River States Publ'g Corp. v. City of Jackson, 866 So.2d 462, 465 (Miss.2004) (citing Bank of Miss. v. Hollingsworth, 609 So.2d 422, 424 (Miss. 1992)), or that the chancellor's findings of fact were not supported by "substantial, credible, and reasonable evidence." City of Jackson v. Perry, 764 So.2d 373, 376 (Miss.2000). Finding no evidence of either in the record before us, we affirm the chancellor's judgment.

ANALYSIS

I. Whether the Chancellor Erred in Failing to Order Disclosure of the Charge for Electrical Service that the MPSC Approved under the Entergy-Nissan Agreement.

¶ 10. Miss.Code Ann. Section 25-61-9(1) provides:

[r]ecords furnished to public bodies by third parties which contain trade secrets or confidential commercial or financial information shall not be subject to inspection, examination, copying or reproduction *224 under this chapter until notice to said third parties has been given, but such records shall be released within a reasonable period of time unless the said third parties shall have obtained a court order protecting such records as confidential.

Miss.Code Ann. Section 25-61-9(1) (emphasis added). Concerning public utilities, Miss.Code Ann. Section 79-23-1(1) and (2) also addresses the disclosure vel non of information submitted to public bodies. It reads as follows:

(1) [c]ommercial and financial information of a proprietary nature required to be submitted to a public body, as defined by paragraph (a) of Section 21-61-3, by a firm, business, partnership, association, corporation, individual or other like entity, shall be exempt from the provisions of the Mississippi Public Records Act of 1983; provided, however, that nothing herein shall be construed to deny access to such information submitted to a regulatory agency by a public utility that is related to the establishment of, or changes in, rates regulated by such agency.
(2) [n]othing in this section

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940 So. 2d 221, 2006 WL 2373176, Counsel Stack Legal Research, https://law.counselstack.com/opinion/gannett-co-v-entergy-mississippi-inc-miss-2006.