Global Industrial Investment Limited v. 1955 Capital Fund I GP LLC

N.D. California

Global Industrial Investment Limited v. 1955 Capital Fund I GP LLC

DecidedSeptember 20, 2023

Docket4:21-cv-08924

StatusUnknown

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Global Industrial Investment Limited v. 1955 Capital Fund I GP LLC, (N.D. Cal. 2023).

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1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 GLOBAL INDUSTRIAL INVESTMENT Case No. 21-cv-08924-HSG LIMITED, et al., 8 ORDER GRANTING IN PART AND Plaintiffs, DENYING IN PART MOTIONS TO 9 SEAL v. 10 Re: Dkt. Nos. 109, 114, 118, 121, 131, 133, 1955 CAPITAL FUND I GP LLC, et al., 11 144, 146, 148, 151, 152 Defendants. 12 13 Pending before the Court are the administrative motions to file under seal filed by 14 Petitioners Global Industrial Investment Limited and China Fortune Land Development and 15 Respondents 1955 Capital Fund I GP LLC and 1955 Capital China Fund GP LLC. See Dkt. Nos. 16 109, 114, 118, 121, 131, 133, 144, 146, 148, 151, 152. For the reasons detailed below, the Court 17 GRANTS IN PART and DENIES IN PART the motions. 18 I. LEGAL STANDARD 19 Courts generally apply a “compelling reasons” standard when considering motions to seal 20 documents. Pintos v. Pac. Creditors Ass’n, 605 F.3d 665, 678 (9th Cir. 2010) (quoting Kamakana 21 v. City & Cty. of Honolulu, 447 F.3d 1172, 1178 (9th Cir. 2006)). “This standard derives from the 22 common law right ‘to inspect and copy public records and documents, including judicial records 23 and documents.’” Id. (quoting Kamakana, 447 F.3d at 1178). “[A] strong presumption in favor of 24 access is the starting point.” Kamakana, 447 F.3d at 1178 (quotations omitted). To overcome this 25 strong presumption, the party seeking to seal a judicial record attached to a dispositive motion 26 must “articulate compelling reasons supported by specific factual findings that outweigh the 27 general history of access and the public policies favoring disclosure, such as the public interest in 1 omitted). “In general, ‘compelling reasons’ sufficient to outweigh the public’s interest in 2 disclosure and justify sealing court records exist when such ‘court files might have become a 3 vehicle for improper purposes,’ such as the use of records to gratify private spite, promote public 4 scandal, circulate libelous statements, or release trade secrets.” Id. at 1179 (quoting Nixon v. 5 Warner Commc’ns, Inc., 435 U.S. 589, 598 (1978)). “The mere fact that the production of records 6 may lead to a litigant’s embarrassment, incrimination, or exposure to further litigation will not, 7 without more, compel the court to seal its records.” Id. 8 The Court must “balance[] the competing interests of the public and the party who seeks to 9 keep certain judicial records secret. After considering these interests, if the court decides to seal 10 certain judicial records, it must base its decision on a compelling reason and articulate the factual 11 basis for its ruling, without relying on hypothesis or conjecture.” Id. Civil Local Rule 79-5 12 supplements the compelling reasons standard set forth in Kamakana: the party seeking to file a 13 document or portions of it under seal “must explore all reasonable alternatives to filing documents 14 under seal, minimize the number of documents filed under seal, and avoid wherever possible 15 sealing entire documents . . . .” Civil L.R. 79-5(a). The party must further explain the interests 16 that warrant sealing, the injury that will result if sealing is declined, and why a less restrictive 17 alternative to sealing is not sufficient. See Civil L.R. 79-5(c). 18 Records attached to nondispositive motions must meet the lower “good cause” standard of 19 Rule 26(c) of the Federal Rules of Civil Procedure, as such records “are often unrelated, or only 20 tangentially related, to the underlying cause of action.” See Kamakana, 447 F.3d at 1179–80 21 (quotations omitted). This requires a “particularized showing” that “specific prejudice or harm 22 will result” if the information is disclosed. Phillips ex rel. Estates of Byrd v. Gen. Motors Corp., 23 307 F.3d 1206, 1210–11 (9th Cir. 2002); see also Fed. R. Civ. P. 26(c). “Broad allegations of 24 harm, unsubstantiated by specific examples of articulated reasoning” will not suffice. Beckman 25 Indus., Inc. v. Int’l Ins. Co., 966 F.2d 470, 476 (9th Cir. 1992) (quotation omitted). 26 II. DISCUSSION 27 The parties continue to heavily litigate this case and have filed several administrative 1 underlying arbitration and to Respondents’ and the Funds’ financial information. The Court 2 initially denied over 20 administrative motions to seal related to the Second Arbitration Award, as 3 well as the briefs and exhibits filed in this case regarding the enforcement of that award. Dkt. No. 4 108. Respondents have filed a renewed motion to seal, and now seek to seal narrower excerpts of 5 these same documents. See Dkt. No. 109. The parties also seek to file under seal materials related 6 to the parties’ more recent filings, including the motions for attorneys’ fees, motion for sanctions, 7 motion to stay judgment pending appeal, and motion to include judgment details. See Dkt. Nos. 8 114, 118, 121, 131, 133, 144, 146, 148, 151, 152. 9 The Court previously explained that the Second Arbitration Award is integral to the 10 public’s understanding of these proceedings, and the Court accordingly applies the compelling 11 reasons standard to Respondents’ requests to seal information related to that award and to the 12 enforcement of that award. The Court otherwise applies the good cause standard to those 13 documents related to ancillary and non-dipositive motions. 14 For some of the administrative motions to seal, Petitioners initially filed motions to 15 consider whether another party’s material should be sealed because Respondents previously 16 designated specific documents as confidential. See Civil L.R. 79-5(f). However, rather than file a 17 declaration explaining the need for keeping the documents or portions of the documents under 18 seal, Respondents simply filed entirely new administrative motions to seal as to those same 19 materials. Respondents are seeking to seal less information than previously identified. The Court 20 therefore TERMINATES AS MOOT Petitioners’ initial administrative motions, and only 21 considers Respondents’ more narrow requests where appropriate. Dkt. Nos. 121, 133, and 148. 22 Substantively, many of the excerpts that Respondents seek to seal identify the specific 23 amount of money that Respondents reserved for management fees of the Funds and for litigation 24 expenses, rather than for investing on behalf of the Funds. See, e.g., Dkt. No. 109-4 at 6; see also 25 Dkt. No. 109-3 at ¶¶ 383, 420–22, 499, & n.1131. Respondents make no attempt to explain with 26 any level of specificity why such information should remain under seal. The declaration from 27 Andrew Chung, Respondents’ managing member, only asserts at a high level that the information 1 information concerning [Respondents’] internal finances and operations, sensitive financial 2 information concerning third-party portfolio companies, and third-party investors.” See Dkt. No. 3 109-1 at ¶ 7. The amount of money Respondents reserved for management fees and litigation 4 expenses does not appear to relate in any way to Respondents’ proprietary investments or 5 investment strategies. See id. at ¶ 17. Moreover, this information was a key point of the analysis 6 in the Second Arbitration Award, in which Arbitrator Arif Hyder Ali concluded that Respondents 7 had breached their fiduciary duties. Similarly, Respondents seek to seal information regarding 8 their bank statements.

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1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 GLOBAL INDUSTRIAL INVESTMENT Case No. 21-cv-08924-HSG LIMITED, et al., 8 ORDER GRANTING IN PART AND Plaintiffs, DENYING IN PART MOTIONS TO 9 SEAL v. 10 Re: Dkt. Nos. 109, 114, 118, 121, 131, 133, 1955 CAPITAL FUND I GP LLC, et al., 11 144, 146, 148, 151, 152 Defendants. 12 13 Pending before the Court are the administrative motions to file under seal filed by 14 Petitioners Global Industrial Investment Limited and China Fortune Land Development and 15 Respondents 1955 Capital Fund I GP LLC and 1955 Capital China Fund GP LLC. See Dkt. Nos. 16 109, 114, 118, 121, 131, 133, 144, 146, 148, 151, 152. For the reasons detailed below, the Court 17 GRANTS IN PART and DENIES IN PART the motions. 18 I. LEGAL STANDARD 19 Courts generally apply a “compelling reasons” standard when considering motions to seal 20 documents. Pintos v. Pac. Creditors Ass’n, 605 F.3d 665, 678 (9th Cir. 2010) (quoting Kamakana 21 v. City & Cty. of Honolulu, 447 F.3d 1172, 1178 (9th Cir. 2006)). “This standard derives from the 22 common law right ‘to inspect and copy public records and documents, including judicial records 23 and documents.’” Id. (quoting Kamakana, 447 F.3d at 1178). “[A] strong presumption in favor of 24 access is the starting point.” Kamakana, 447 F.3d at 1178 (quotations omitted). To overcome this 25 strong presumption, the party seeking to seal a judicial record attached to a dispositive motion 26 must “articulate compelling reasons supported by specific factual findings that outweigh the 27 general history of access and the public policies favoring disclosure, such as the public interest in 1 omitted). “In general, ‘compelling reasons’ sufficient to outweigh the public’s interest in 2 disclosure and justify sealing court records exist when such ‘court files might have become a 3 vehicle for improper purposes,’ such as the use of records to gratify private spite, promote public 4 scandal, circulate libelous statements, or release trade secrets.” Id. at 1179 (quoting Nixon v. 5 Warner Commc’ns, Inc., 435 U.S. 589, 598 (1978)). “The mere fact that the production of records 6 may lead to a litigant’s embarrassment, incrimination, or exposure to further litigation will not, 7 without more, compel the court to seal its records.” Id. 8 The Court must “balance[] the competing interests of the public and the party who seeks to 9 keep certain judicial records secret. After considering these interests, if the court decides to seal 10 certain judicial records, it must base its decision on a compelling reason and articulate the factual 11 basis for its ruling, without relying on hypothesis or conjecture.” Id. Civil Local Rule 79-5 12 supplements the compelling reasons standard set forth in Kamakana: the party seeking to file a 13 document or portions of it under seal “must explore all reasonable alternatives to filing documents 14 under seal, minimize the number of documents filed under seal, and avoid wherever possible 15 sealing entire documents . . . .” Civil L.R. 79-5(a). The party must further explain the interests 16 that warrant sealing, the injury that will result if sealing is declined, and why a less restrictive 17 alternative to sealing is not sufficient. See Civil L.R. 79-5(c). 18 Records attached to nondispositive motions must meet the lower “good cause” standard of 19 Rule 26(c) of the Federal Rules of Civil Procedure, as such records “are often unrelated, or only 20 tangentially related, to the underlying cause of action.” See Kamakana, 447 F.3d at 1179–80 21 (quotations omitted). This requires a “particularized showing” that “specific prejudice or harm 22 will result” if the information is disclosed. Phillips ex rel. Estates of Byrd v. Gen. Motors Corp., 23 307 F.3d 1206, 1210–11 (9th Cir. 2002); see also Fed. R. Civ. P. 26(c). “Broad allegations of 24 harm, unsubstantiated by specific examples of articulated reasoning” will not suffice. Beckman 25 Indus., Inc. v. Int’l Ins. Co., 966 F.2d 470, 476 (9th Cir. 1992) (quotation omitted). 26 II. DISCUSSION 27 The parties continue to heavily litigate this case and have filed several administrative 1 underlying arbitration and to Respondents’ and the Funds’ financial information. The Court 2 initially denied over 20 administrative motions to seal related to the Second Arbitration Award, as 3 well as the briefs and exhibits filed in this case regarding the enforcement of that award. Dkt. No. 4 108. Respondents have filed a renewed motion to seal, and now seek to seal narrower excerpts of 5 these same documents. See Dkt. No. 109. The parties also seek to file under seal materials related 6 to the parties’ more recent filings, including the motions for attorneys’ fees, motion for sanctions, 7 motion to stay judgment pending appeal, and motion to include judgment details. See Dkt. Nos. 8 114, 118, 121, 131, 133, 144, 146, 148, 151, 152. 9 The Court previously explained that the Second Arbitration Award is integral to the 10 public’s understanding of these proceedings, and the Court accordingly applies the compelling 11 reasons standard to Respondents’ requests to seal information related to that award and to the 12 enforcement of that award. The Court otherwise applies the good cause standard to those 13 documents related to ancillary and non-dipositive motions. 14 For some of the administrative motions to seal, Petitioners initially filed motions to 15 consider whether another party’s material should be sealed because Respondents previously 16 designated specific documents as confidential. See Civil L.R. 79-5(f). However, rather than file a 17 declaration explaining the need for keeping the documents or portions of the documents under 18 seal, Respondents simply filed entirely new administrative motions to seal as to those same 19 materials. Respondents are seeking to seal less information than previously identified. The Court 20 therefore TERMINATES AS MOOT Petitioners’ initial administrative motions, and only 21 considers Respondents’ more narrow requests where appropriate. Dkt. Nos. 121, 133, and 148. 22 Substantively, many of the excerpts that Respondents seek to seal identify the specific 23 amount of money that Respondents reserved for management fees of the Funds and for litigation 24 expenses, rather than for investing on behalf of the Funds. See, e.g., Dkt. No. 109-4 at 6; see also 25 Dkt. No. 109-3 at ¶¶ 383, 420–22, 499, & n.1131. Respondents make no attempt to explain with 26 any level of specificity why such information should remain under seal. The declaration from 27 Andrew Chung, Respondents’ managing member, only asserts at a high level that the information 1 information concerning [Respondents’] internal finances and operations, sensitive financial 2 information concerning third-party portfolio companies, and third-party investors.” See Dkt. No. 3 109-1 at ¶ 7. The amount of money Respondents reserved for management fees and litigation 4 expenses does not appear to relate in any way to Respondents’ proprietary investments or 5 investment strategies. See id. at ¶ 17. Moreover, this information was a key point of the analysis 6 in the Second Arbitration Award, in which Arbitrator Arif Hyder Ali concluded that Respondents 7 had breached their fiduciary duties. Similarly, Respondents seek to seal information regarding 8 their bank statements. The specific account numbers are not disclosed in these documents, but 9 they do contain information about some transactions and remaining balances regarding the Funds 10 at issue in this case. Other than a generic explanation that such information is confidential and 11 “competitively sensitive,” however, Respondents do not explain how this specific information 12 could cause them competitive harm. See Dkt. No. 109 at 2–3; Dkt. No. 109-1 at ¶¶ 7, 15, 17–18. 13 Generic explanations of competitive harm are insufficient to justify sealing this information. 14 Additionally, several of the parties’ outstanding motions, including whether sanctions are 15 necessary and whether a stay of judgment is appropriate pending appeal, turn in large part on the 16 current financial status and management of the Funds. These bank statements are thus relevant to 17 the parties’ reasoning and the Court’s analysis. As the Court previously explained, this case is 18 now in federal court, and is no longer a purely private matter. See Dkt. No. 108 at 4. 19 Nevertheless, the Court acknowledges that some of Respondents’ bank statements and financial 20 documents identify the amount of money invested in specific companies. The identity of these 21 companies is not, however, relevant to the public’s understanding of this case, and this limited 22 amount of information may be sealed. 23 Respondents also contend that some of the information should be sealed because it could 24 cause irreparable harm to third-party portfolio companies by revealing their internal finances and 25 operations and by identifying third-party individuals affiliated with the portfolio companies. See 26 Dkt. No. 109 at 2–4. They urge that this could, in turn, harm Respondents’ ability to develop and 27 maintain relationships with other portfolio companies. Although Respondents’ arguments are not 1 information regarding specific portfolio companies are not necessary for the public’s 2 understanding of these proceedings and may remain under seal. 3 Document No. Portion(s) Sought 4 Document Ruling Public/ (Sealed) to be Sealed 5 Dkt. No. 109 – GRANTED IN PART and DENIED IN PART Dkt. No. 16-7/ Petition to Confirm Page 6:3 DENIED. 6 (Dkt. 16-4) Arbitration Award 7 Dkt. 16- 6/ Final Arbitration Portions of: GRANTED IN PART and 8 (Dkt. 16-3) Award DENIED IN PART (Harm to 9 ¶¶ 257, 258, 267, third-party portfolio 268, 287, 319, companies and personnel not 10 321, 383, 420, involved with this proceeding 422, 423, 437, due in part to disclosure of 11 444, 499, 545, their internal finances and 546, 558 operations. See Dkt. No. 109-1 12 at ¶¶ 7–15, 18–22.) 13 nn. 367, 1131, 1323 The following excerpts shall 14 remain under seal: ¶¶ 240, 247, 264, 15 267, 268, 269, ¶¶ 240, 247, 264, 16 295, 448, 553, 557 267, 268, 269, 295, 448, 553, 557; 17 ¶¶ 149, 188, 219, 240, 242, 245, ¶¶ 149, 188, 219, 18 246, 556, 574 240, 242, 245, 246, 556, 574;

19 nn. 126, 162, 284, and 20 285, 286, 288, 314, 319, 320, nn. 126, 162, 284, 21 321, 322, 323, 285, 286, 288, 314, 319, 320, 325, 326, 328, 321, 322, 323, 325, 326, 328, 22 329, 333, 334, 329, 333, 334, 336, 337, 338, 336, 337, 338, 339, 340, 353, 360, 381, 386, 23 339, 340, 353, 387, 388, 399, 400, 401, 1247, 24 360, 381, 386, 1250, 1307, 1308, 1311, 1312, 387, 388, 399, 1313, 1319. 25 400, 401, 1247, 1250, 1307, 1308, 26 1311, 1312, 1313, 1319 27 Dkt. No. 35/ Respondents’ Page 11:1 GRANTED. (Harm to 1 (Dkt. No. 34-3) Notice of Motion third-party portfolio 2 and Motion to companies based on disclosure Vacate Arbitration of their internal finances and 3 Award and operations. See Dkt. No. 109-1 Opposition to at ¶¶ 7–15, 18–20.) 4 Petition to Confirm Arbitration Award 5 Dkt. No. 35-2/ Fact Witness Portions of: GRANTED. (Harm to 6 (Dkt. No. 34-4) Statement of third-party portfolio Andrew Chung ¶¶ 140, 148, 149, companies and personnel not 7 150, 151, 154, involved with this proceeding 155, 156, 158, 169 due in part to disclosure of 8 their internal finances and ¶¶ 112, 153 operations. See Dkt. No. 109-1 9 at ¶¶ 7–15, 18–22.) 10 Dkt. No. 35-6/ Expert Report Portions of: GRANTED. (Harm to (Dkt. No. 34-5) of Ilya Strebulaev third-party portfolio 11 Table 5, Table 7, companies and personnel not Table 8 involved with this proceeding 12 ¶¶ 97 due in part to disclosure of nn. 106, 130 their internal finances and 13 Appendix C.3 operations. See Dkt. No. 109-1 14 at ¶¶ 7–15, 18–22.) Table 2, Table 4 15 Figure 5 nn. 81, 99 16 Appendix C.4 17 Dkt. No. 35-8/ Second Fact Portions of: GRANTED IN PART and (Dkt. No. 34-7) Witness Statement DENIED IN PART (Harm to 18 of Andrew Chung ¶¶ 6, 7, 48, 49, 64 third-party portfolio companies and personnel not 19 ¶¶ 6, 7, 10, 31, 35, involved with this proceeding 36, 38, 64 due in part to disclosure of their 20 n. 3 internal finances and 21 operations. See Dkt. No. 109-1 ¶ 21 at ¶¶ 7–15, 18–22.) 22 The following excerpts shall 23 remain under seal:

24 ¶¶ 6, 7, 10, 31, 35, 25 36, 38, 64 n. 3 26 ¶ 21 27 Dkt. No. 35-9/ Supplemental Portions of: GRANTED. (Harm to 1 (Dkt. No. 34-8) Fact Witness third-party portfolio 2 Statement of ¶¶ 2, 3, 4, 6, 7, 8 companies and personnel not Andrew Chung involved with this proceeding 3 due in part to disclosure of their internal finances and 4 operations. See Dkt. No. 109-1 at ¶¶ 7–15, 18–22.) 5 Dkt. No. 35-11/ Respondents’ Portions of: GRANTED IN PART and 6 (Dkt. No. 34-10) Post-Hearing DENIED IN PART (Harm to Brief n. 326 third-party portfolio 7 nn. 9, 14 companies based on disclosure of their internal finances and 8 operations. See Dkt. No. 109-1 at ¶¶ 7–15, 18–20.) 9

10 The following excerpts shall remain under seal: 11 nn. 9, 14 12 Dkt. No. 35-18/ First Amended Portions of: GRANTED IN PART and (Dkt. No. 34-17) Demand for DENIED IN PART (Harm to 13 Arbitration ¶ 20 third-party portfolio 14 ¶ 40 companies based on disclosure of their internal finances and 15 operations. See Dkt. No. 109-1 at ¶¶ 7–15, 18–20.) 16

17 The following excerpts shall remain under seal: 18 ¶ 40 19 Dkt. No. 43-4/ Petitioners’ Page 7:20 DENIED. (Dkt. No. 43-3) Opposition to Page 31:15 20 Respondents’ 21 Motion to Vacate Final Arbitration 22 Award and Reply in Further 23 Support of Petition to Confirm Final 24 Arbitration Award 25 Dkt. No. 41-6/ Claimant’s Portions of: GRANTED IN PART and (Dkt. No. 41-7) Post-Hearing DENIED IN PART (Harm to 26 Brief pp. 16, 26 third-party portfolio companies based on disclosure 27 ¶¶ 7, 31, 35, 41, of their internal finances and 90, 129, 176, 179, at ¶¶ 7–15, 18–20.) 1 197, 257, 259 2 The following excerpts shall nn. 76, 91 remain under seal: 3 ¶¶ 64, 90 ¶¶ 64, 90 4 n. 101 n. 101 Dkt. No. 41-8/ Demand for Portions of: DENIED. 5 (Dkt. No. 41-9) Arbitration 6 ¶¶ 9, 33 n. 1 7 Dkt. No. 48-3/ Respondents’ Page 13:24–25 GRANTED. (Harm to (Dkt. No. 48-2) Reply in Support of third-party portfolio 8 Motion to Vacate companies based on disclosure Arbitration Award of their internal finances and 9 operations. See Dkt. No. 109-1 10 at ¶¶ 7–15, 18–20.) Dkt. No. 74-4/ Memorandum Pages 2:22–27; DENIED. 11 (Dkt. No. 74-3) of Points and 3:1–2; Authorities in 3:14–16; 4:2–3; 12 Support of Motion 17:4–12 13 for Preliminary Injunction 14 Dkt. No. 74-6/ Declaration of Pages 2:18–21; DENIED. (Dkt. No. 74-5) Patrick Wong in 2:23–24; 15 Support of 3:7–8; 3:10–11; Petitioners’ Motion 4:22–23; 4:27– 16 for Preliminary 5:11; 5:13-18 17 Injunction (“Wong Decl.”) 18 (Dkt. No. 70-4) Exhibit B to Entire Document. DENIED. Wong Decl. 19 20 (Dkt. No. 70-5) Exhibit C to Entire Document DENIED. Wong Decl. 21 22 (Dkt. No. 70-6) Exhibit D to Entire Document DENIED. Wong Decl. 23 24 (Dkt. No. 70-7) Exhibit E to Entire Document DENIED. Wong Decl. 25 26 Dkt. No. 81-4/ Petitioners’ Page 3:10–21; DENIED. 27 (Dkt. No. 81-3) Opposition to 3:23–24 Respondents’ Motion to Enlarge 1 Time to Respond to 2 Motion for Preliminary 3 Injunction Dkt. No. 81-6/ Declaration of Page 1:11–14 DENIED. 4 (Dkt. No. 81-5) Jason C. Lo in Support of 5 Petitioners’ 6 Administrative Motion to 7 Shorten Time for Hearing 8 and Opposition to Respondents’ 9 Motion to Enlarge 10 Time to Respond to Motion for 11 Preliminary Injunction 12 (“Lo Decl.”) Dkt. No. 81-8/ Exhibit P to Portions of Page 1 DENIED. 13 (Dkt. No. 81-7) Lo Decl. 14 15 Dkt. No. 81-10/ Exhibit Q to Portions of Page 1 GRANTED (Excerpts contain (Dkt. No. 81-9) Lo Decl. actual bank account numbers). 16 17 Dkt. No. 81-12/ Administrative Pages 2:17–20; DENIED. (Dkt. No. 81-11) Motion to 2:24–27; 18 Shorten Time for 3:12–14 Hearing on Motion 19 for Preliminary Injunction 20 Dkt. No. 81-14/ Declaration of Page 3:20–22 DENIED. 21 (Dkt. No. 81-13) Andrew Behrman in Support of 22 Petitioners’ Administrative 23 Motion to Shorten 24 Time for Hearing And Opposition to 25 Respondents’ Motion to Enlarge 26 Time to Respond to Motion for 27 Preliminary Dkt. No. 84-2/ Respondents’ 6:28–7:1 DENIED. 1 (Dkt. No. 84-3) Opposition to 2 Motion for Preliminary 3 Injunction Dkt. No. 84-9/ Exhibit C to Portions of Pages DENIED. 4 (Dkt. No. 84-10) Declaration of 1 and 2 David Cooper in 5 Support of 6 Respondents’ Opposition to 7 Motion for Preliminary 8 Injunction Dkt. No. 98-3/ Reply Brief in Pages 1:4–8; DENIED. 9 (Dkt. No. 98-4) Support of Motion 1:12–13; 11:18– 10 for Preliminary 22; 12:1–4; Injunction 12:14; 12:28– 11 13:1; 13:3–4; 13:10–12; 14:9 12 Dkt. No. 121 – TERMINATED AS MOOT 13 Dkt. No. 122/ Petitioners’ Motion Excerpts TERMINATED AS MOOT (Dkt. Nos. 121-1, to Hold (Respondents are seeking to 14 121-3, 121-5, Respondents in seal smaller selections of 121-7, 121-9, Contempt & materials per Dkt. No. 131). 15 121-11, 121-13, Related 121-15, 121-17, Declarations and 16 121-19, 121-21, Exhibits 17 121-23, 121-25, 121-27, 121-29, 18 121-31, 121-33) Dkt. No. 131 – DENIED 19 Dkt. No. 131-3/ Petitioners’ Motion Page 2:15 DENIED. 20 (Dkt. No. 131-4) to Shorten Time for Contempt 21 Hearing Dkt. No. 122-4/ Exhibit C to the Entire Document DENIED. 22 (Dkt. No. 121-9) Declaration of Jason Lo in 23 Support of 24 Petitioners’ Motion to Hold 25 Respondents in Contempt 26 Dkt. No. 133 – TERMINATED AS MOOT Dkt. No. 134/ Petitioners’ Excerpts TERMINATED AS MOOT 27 (Dkt. No. 133-1) Opposition to (Respondents are seeking to Respondents’ materials per Dkt. No. 144). 1 Motion for 2 Attorneys’ Fees Dkt. No. 144 – DENIED 3 Dkt. No. 142-3/ Petitioners’ Page 12:3–4 DENIED. (Dkt. 142-4) Opposition to Page 13:26 4 Respondents’ Motion for 5 Attorney’s Fees 6 Dkt. No. 148 – TERMINATED AS MOOT Dkt. No. 149 and Petitioners’ Excerpts TERMINATED AS MOOT 7 Dkt. No. 149-1/ Opposition to (Respondents are seeking to (Dkt. No. 148-1 Respondents’ seal smaller selections of 8 and Dkt. No. Motion to Stay materials per Dkt. No. 151). 9 148-3) Judgment Pending Appeal and 10 Declaration in Support of 11 Opposition Dkt. No. 151 – GRANTED IN PART AND DENIED IN PART 12 Dkt. 151-3/ Petitioners’ Page 12:12, DENIED. 13 (Dkt. 151-4) Opposition to 12:19–22, & n.6 Respondents’ Page 13:3–4 14 Motion to Stay Page 16:1–4, 16:8, Judgment Pending 16:11 15 Appeal Page 18:12, 18:22 Dkt. 151-5/ Declaration of Page 2:4–6, 2:15– GRANTED IN PART AND 16 (Dkt. 151-6) Patrick Wong in 16, 2:22–23 DENIED IN PART. (Excerpts 17 Support of Page 3:10, 3:20, contain actual bank account Petitioners’ 3:21 numbers). 18 Opposition to Page 4:6, 4:19, Respondents’ 4:23 The following excerpts shall 19 Motion to Stay Page 5:1–3, 5:5–6, remain under seal: 20 Judgment Pending 5:9–23, 5:25–27 Appeal Page 6:1, 6:3–7, Page 4:19, 4:23, 5:3, 5:6, 5:9, 21 6:10, 6:12 6:7, 6:10, 6:12 Dkt. No. 152 – GRANTED IN PART AND DENIED IN PART 22 Dkt. No. 153-2/ Exhibit A to Entire Document GRANTED IN PART AND (Dkt. No. 152-4) Cooper DENIED IN PART. (Only the 23 Declaration identities of the companies 24 in Support of invested in may remain under Reply in Support of seal to prevent harm based on 25 Motion to Stay disclosure of their internal Judgment Pending finances and operations.) 26 Appeal Dkt. No. 153-3/ Exhibit B to Entire Document GRANTED IN PART AND 27 (Dkt. No. 152-6) Cooper DENIED IN PART. (Only the in Support of invested in may remain under 1 Reply in Support of seal to prevent harm based on 2 Motion to Stay disclosure of their internal Judgment Pending finances and operations.) 3 Appeal 4 5 As indicated in the table below, the parties also seek to seal information related to their 6 respective motions for attorneys’ fees. See Dkt. Nos. 115, 117. Specifically, counsel seek to seal 7 information regarding the discount they have provided the parties in this case on their billing rates. 8 The Court accepts the parties’ arguments that such information is individually negotiated and 9 could cause them competitive harm if made public. The Court applies the good cause standard 10 and GRANTS the motions. 11 12 Document No. Portion(s) Sought 13 Document Ruling Public/ (Sealed) to be Sealed 14 Dkt. No. 114 – GRANTED Dkt. No. 115/ Petitioners’ Motion Page 12:15–16 GRANTED (Contains 15 (Dkt. No. 114-4) for Attorneys’ Fees Page 14:1 confidential and proprietary and Costs attorney billing and discount 16 rates that could cause 17 competitive harm to counsel, and prejudice billing 18 arrangements with both existing and prospective clients). See 19 Dkt. No. 114-1; Dkt. No. 114-2. 20 Dkt. No. 115-1/ Declaration of Portions of ¶¶ 9, GRANTED (Contains (Dkt. No. 114-6) Cheryl Cauley in 12, 15, 18, and 21 confidential and proprietary 21 Support of attorney billing and discount Petitioners’ Motion rates that could cause 22 for Attorneys’ Fees competitive harm to counsel, and Costs and prejudice billing 23 arrangements with both existing 24 and prospective clients). See Dkt. No. 114-1. 25 Dkt. No. 115-3/ Declaration of Portions of ¶¶ 7 GRANTED (Contains (Dkt. No. 114-8) Jason C. Lo in and 24, and the confidential and proprietary 26 Support of table in ¶ 24. attorney billing and discount Petitioners’ Motion rates that could cause 27 for Attorneys’ Fees competitive harm to counsel, arrangements with both existing 1 and prospective clients). See 2 Dkt. No. 114-2.

3 Dkt. No. 118 – GRANTED Dkt. No. 117-1/ Declaration of Page 1:17 GRANTED (Contains 4 (Dkt. No. 118-3) David M. Cooper Page 2:4, 2:8, 2:14 confidential and proprietary in Support of attorney billing and discount 5 Motion for rates that could cause 6 Attorney’s Fees competitive harm to counsel, and prejudice billing 7 arrangements with both existing and prospective clients). See 8 Dkt. No. 118-1; Dkt. No. 118-2.

9 10 Petitioners also filed an administrative motion to consider whether another party’s 11 materials should be sealed as it relates to their reply in support of the motion to hold Respondents 12 in contempt, and accompanying documents. See Dkt. No. 146. Petitioners note that these 13 documents contain information that Respondents previously designated as confidential. See id. at 14 1. However, Respondents did not comply with Civil Local Rule 79-5(f)(3), because they did not 15 file a declaration within seven days of the motion explaining the need for keeping the documents 16 under seal. See Civ. L.R. 79-5(f)(3); see also Civ. L.R. 79-5(c)(1). The Court finds that sealing is 17 therefore not warranted as to those documents. 18 Document No. Portion(s) Sought 19 Document Ruling Public/ (Sealed) to be Sealed 20 Dkt. No. 146 – DENIED Dkt. No. 146-2/ Petitioners’ Reply Page 2:12–13 DENIED 21 (Dkt. No. 146-1) in support of Page 10:14–22 (No supporting declaration 22 Motion to Hold Page 13:24–26 filed. See Civ. L.R. 79-5(f)(3).) Respondents in 23 Contempt Dkt. No. 146-5/ Exhibit A to Entire document DENIED 24 (Dkt. No. 146-4) Petitioners’ Reply (No supporting declaration in support of filed. See Civ. L.R. 79-5(f)(3).) 25 Motion to Hold 26 Respondents in Contempt 27 1 Wl. CONCLUSION 2 The Court GRANTS IN PART and DENIES IN PART the parties’ administrative 3 motions to file under seal: 4 e Dkt. No. 109 is GRANTED IN PART and DENIED IN PART; 5 e Dkt. Nos. 114 and 118 are GRANTED; 6 e Dkt. No. 121 is TERMINATED AS MOOT; 7 e Dkt. No. 131 is DENIED; 8 e Dkt. No. 133 is TERMINATED AS MOOT; 9 e Dkt. No. 144 is DENIED; 10 e Dkt. No. 146 is DENIED; 11 e Dkt. No. 148 is TERMINATED AS MOOT; 12 e Dkt. No. 151 is GRANTED IN PART AND DENIED IN PART; 13 e Dkt. No. 152 is GRANTED IN PART AND DENIED IN PART. 14 Pursuant to Civil Local Rule 79-5(g)(1), documents filed under seal as to which the 2 15 administrative motions are granted will remain under seal. The Court DIRECTS the parties to 16 || file public versions of all documents for which the proposed sealing has been denied, as indicated 2 17 in the charts above, within seven days from the date of this order. 18 IT IS SO ORDERED. 19 |! Dated: 9/20/2023 20 Abspurd 8 Ml). 21 HAYWOOD S. GILLIAM, JR. United States District Judge 22 23 24 25 26 27 28

Beckman Industries, Inc. Smithkline Beckman, and Stauffer Chemical Company, Intervenors-Appellees v. International Insurance Company, Beckman Industries, Inc. Smithkline Beckman, and Monsanto Company Reichhold Limited Fmc Corporation Bridgestone/firestone, Intervenors-Appellees v. International Insurance Company

966 F.2d 470 (Ninth Circuit, 1992)

Phillips v. General Motors Corporation

307 F.3d 1206 (Ninth Circuit, 2002)

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Bluebook (online)

Global Industrial Investment Limited v. 1955 Capital Fund I GP LLC, Counsel Stack Legal Research, https://law.counselstack.com/opinion/global-industrial-investment-limited-v-1955-capital-fund-i-gp-llc-cand-2023.