Mancheski v. Gabelli Group Capital Partners

39 A.D.3d 499, 835 N.Y.S.2d 595
CourtAppellate Division of the Supreme Court of the State of New York
DecidedApril 3, 2007
StatusPublished
Cited by76 cases

This text of 39 A.D.3d 499 (Mancheski v. Gabelli Group Capital Partners) is published on Counsel Stack Legal Research, covering Appellate Division of the Supreme Court of the State of New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Mancheski v. Gabelli Group Capital Partners, 39 A.D.3d 499, 835 N.Y.S.2d 595 (N.Y. Ct. App. 2007).

Opinion

In an action, inter alia, for dissolution of the defendant, the intervenor, Bloomberg News, appeals from so much of an order of the Supreme Court, Westchester County (Jamieson, J.), entered May 12, 2006, as, in effect, denied those branches of its motion which were to unseal certain documents submitted in camera on the defendant’s motion for summary judgment, and [500]*500granted the cross application of the defendant to seal certain documents, and the defendant cross-appeals from so much of the same order as granted that branch of the motion of Bloomberg News which was for leave to intervene in the action.

Ordered that the order is affirmed insofar as appealed and cross-appealed from, without costs or disbursements.

The defendant Gabelli Group Capital Partners (hereinafter GGCP) is a New York corporation. In November 2003 the plaintiffs, minority shareholders in GGCP commenced this action for dissolution of GGCP or, in the alternative, for a judgment declaring that their GGCP stock is unrestricted and freely transferable. The gravamen of the complaint was that Mario Gabelli, GGCP’s majority shareholder and chief executive officer, breached his fiduciary duties by, inter alia, looting GGCP’s assets to the detriment of the minority shareholders. The parties entered into a confidentiality stipulation and agreed that any documents, or portions thereof, deemed confidential would be kept in confidence. The stipulation was “so ordered” by the Supreme Court.

The plaintiffs moved for summary judgment on their second cause of action for a declaration that their shares of GGCP were transferable without GGCP’s consent. The motion was submitted in camera. The court granted the plaintiffs’ motion “after extensive review of the voluminous submissions.”

On April 10, 2006 Bloomberg News moved for leave to intervene in the action for the limited purpose of unsealing and immediately obtaining public access to the summary judgment motion papers which had been submitted in camera. Bloomberg News argued that there was a strong presumption of openness for judicial records, and that GGCP failed to provide a basis to seal any of the documents at issue. In opposition, GGCP contended that Bloomberg News could not intervene because it was not a legally cognizable entity, and that in any event, it failed to meet the requirements for intervention. GGCP further contended that certain, but not all, of the documents submitted in support of and opposition to the summary judgment motion should be sealed because they contained information that was proprietary in nature or was nonpublic financial information of third parties.

The court granted that branch of Bloomberg News’ motion which was for leave to intervene in the action, and after an independent review of each document at issue, concluded that certain documents would be sealed which contained information in the nature of “recent non-public financial information” of GGCP and “confidential financial information concerning third-[501]*501parties.” However, the court refused to seal certain exhibits that were already “made public,” or contained information “historical in nature” that “would not compromise GGCP’s current business strategies,” or was simply “potentially embarrassing” to GGCE The court directed the parties to file redacted motion papers in accordance with its order.

Contrary to GGCP’s contention, it was a provident exercise of discretion to permit Bloomberg News to intervene in the action for the limited purpose of challenging the sealing of the summary judgment motion papers. Bloomberg News’ failure to plead its legal status was a technical irregularity that can be disregarded (see CPLR 2001; Matter of Etkin & Co. [Play It Again Apparel], 235 AD2d 264, 264 [1997]; Matter of Stephen-town Concerned Citizens v Herrick, 223 AD2d 862, 864 n2 [1996]; Matter of WNYT-TV v Moynihan, 97 AD2d 555, 556 [1983]; see also Arbor Hill Concerned Citizens Neighborhood Assn. v City of Albany, N.Y., 250 F Supp 2d 48, 62 [2003]). Nor was Bloomberg News required to meet the formal requirements for intervention under CPLR 1012 or 1013, since, prior to issuance of an order to seal judicial documents, the court is obligated, where possible, to afford news media an opportunity to be heard (see Matter of Herald Co. v Weisenberg, 59 NY2d 378, 383 [1983]; Coopersmith v Gold, 156 Misc 2d 594, 599-600 [1992]). Accordingly, Bloomberg News was properly permitted to intervene.

Under the First Amendment to the United States Constitution, the press is generally entitled to access to court proceedings (see Globe Newspaper Co. v Superior Court, County of Norfolk, 457 US 596, 605-606 [1982]; Matter of Herald Co. v Weisenberg, supra at 383). There is a presumption that the public has the right of access to the courts to ensure the actual and perceived fairness of the judicial system, as the “the bright light cast upon the judicial process by public observation diminishes the possibilities for injustice, incompetence, perjury, and fraud” (Republic of Philippines v Westinghouse Elec. Corp., 949 F2d 653, 660 [1991]; see Danco Labs, v Chemical Works of Gedeon Richter, 274 AD2d 1, 7 [2000]; see also Press-Enterprise Co. v Superior Court of Cal., Riverside Cty., 464 US 501, 508 [1984]). To this end, in 1991, a rule, 22 NYCRR 216.1 (a), was promulgated by the Chief Administrative Judge of the Courts in response to a concern that, where the parties were in agreement that court records should be sealed, the public interest in accessing those documents was properly considered and weighed by the court (see Matter of Twentieth Century Fox Film Corp., 190 AD2d 483, 485-486 [1993]). The rule provides that:

[502]*502“(a) Except where otherwise provided by statute or rule, a court shall not enter an order in any action or proceeding sealing the court records, whether in whole or in part, except upon a written finding of good cause, which shall specify the grounds thereof. In determining whether good cause has been shown, the court shall consider the interests of the public as well as the parties. Where it appears necessary or desirable, the court may prescribe appropriate notice and opportunity to be heard.

“(b) For purposes of this rule, court records’ shall include all documents and records of any nature filed with the clerk in connection with the action. Documents obtained through disclosure and not filed with the clerk shall remain subject to protective orders as set forth in CPLR 3103 (a)” (22 NYCRR 216.1 [a]).

Since confidentiality is the exception, the court must make an independent determination of whether to seal court records in whole or in part for “good cause” (Matter of Hofmann, 284 AD2d 92, 93-94 [2001]). This task involves weighing the interests of the public against the interests of the parties (see Danco Labs. v Chemical Works of Gedeon Richter, supra). The party seeking to seal documents must demonstrate compelling circumstances (see Coopersmith v Gold, 156 Misc 2d 594, 606 [1992]). A finding of “good cause” presupposes that public access to the documents at issue will likely result in harm to a compelling interest of the movant (cf. Press-Enterprise Co. v Superior Court of Cal., supra at 510), and that no alternative to sealing can adequately protect the threatened interest (see Application of The Herald Co., 734 F2d 93, 100 [1984]). However, since there is no absolute definition, good cause, in essence, “boils down to . . . the prudent exercise of the court’s discretion” (Co

Free access — add to your briefcase to read the full text and ask questions with AI

Related

Offshore Exploration & Prod., LLC v. De Jong Capital, LLC
2025 NY Slip Op 51539(U) (New York Supreme Court, New York County, 2025)
New York State Police v. S.C.
2025 NY Slip Op 25169 (New York Supreme Court, Westchester County, 2025)
IKB Intl., S.A. v. Deutsche Bank Natl. Trust Co.
2025 NY Slip Op 31649(U) (New York Supreme Court, New York County, 2025)
22NW Fund, L.P. v. Lifecore Biomedical, Inc.
2025 NY Slip Op 31653(U) (New York Supreme Court, New York County, 2025)
Axos Fin., Inc. v. Reception Purchaser, LLC
2025 NY Slip Op 31400(U) (New York Supreme Court, New York County, 2025)
White Oak Global Advisors, LLC v. Scopetta
2025 NY Slip Op 31351(U) (New York Supreme Court, New York County, 2025)
Matter of Brown
2025 NY Slip Op 31280(U) (New York Surrogate's Court, 2025)
Casinathen v. Terrascend USA Inc.
2025 NY Slip Op 31008(U) (New York Supreme Court, New York County, 2025)
Gristina v. Merchan
131 F.4th 82 (Second Circuit, 2025)
Philip v. New York Foundling
2025 NY Slip Op 30558(U) (New York Supreme Court, New York County, 2025)
Midway Wind, LLC v. Siemens Gamesa Renewable Energy, Inc.
2025 NY Slip Op 30399(U) (New York Supreme Court, New York County, 2025)
Chen Dongwu v. New York City Regional Ctr. LLC
2025 NY Slip Op 50078(U) (New York Supreme Court, New York County, 2025)
Ralph Lauren Retail, Inc. v. 888 Madison LLC
2025 NY Slip Op 30033(U) (New York Supreme Court, New York County, 2025)
Owen v. Array US, Inc.
2025 NY Slip Op 30000(U) (New York Supreme Court, New York County, 2025)
CWCapital Invs. LLC v. CWCapital Colbalt VR Ltd.
2024 NY Slip Op 34512(U) (New York Supreme Court, New York County, 2024)
CWCapital Cobalt VR Ltd. v. CWCaptial Invs. LLC
2024 NY Slip Op 34515(U) (New York Supreme Court, New York County, 2024)
Earthlink, LLC v. Charter Communications Operating, LLC
2024 NY Slip Op 34542(U) (New York Supreme Court, New York County, 2024)
Matter of Lummus Tech., LLC v. Air Prods. & Chems., Inc.
2024 NY Slip Op 34543(U) (New York Supreme Court, New York County, 2024)
2504 BPE Realty LLC v. R.R.
2024 NY Slip Op 24306 (NYC Civil Court, Bronx, 2024)
Greater N.Y. Mut. Ins. Co. v. Skout Monitoring, LLC
2024 NY Slip Op 34250(U) (New York Supreme Court, New York County, 2024)

Cite This Page — Counsel Stack

Bluebook (online)
39 A.D.3d 499, 835 N.Y.S.2d 595, Counsel Stack Legal Research, https://law.counselstack.com/opinion/mancheski-v-gabelli-group-capital-partners-nyappdiv-2007.