The recent decision in Stone, et al. v. Ritter, et al. ,download pdf file, involved a Motion to File a Derivative Complaint under Seal, filed by the plaintiff, which was granted, but thereafter, in addition to requiring a public version of the complaint to be filed in accordance with Rule 5(g), the court directed the defendants to show cause why the sealed portions of the complaint should not be publicly disclosed. The plaintiff opposed the continuing sealing of any portion of the complaint. Defendants argued that the disclosures in the complaint of board minutes would have a chilling effect on board deliberations. However, the court distinguished the June 2005 decision of Vice Chancellor Lamb in a Section 220 action. The court noted that the confidentiality considerations involved in a Section 220 case are different than in a derivative case, and made clear that a proceeding in a derivative action which is based in part on confidential documents that were obtained in a Section 220 action will not be analyzed in the same way. The court observed that the documents at issue were the type of document that one would expect to be disclosed in the course of litigation. Reasonable expectations of confidentiality with respect to documents produced in a Section 220 action do not continue unabated in the context of litigation. Under Rule 5(g), the test is whether good cause exists for the complaint and related documents to continue to remain under seal. The court observed that such an analysis requires a balancing of the interests of the companies in protecting “proprietary commercial, trade secret or other confidential information against the legitimate interests of the public in litigation filed, as well as stockholder interest in monitoring how directors of Delaware corporations perform their managerial duties.” In sum, the court ordered the disclosure of the portions of the complaint filed under seal in light of the failure to establish good cause required under Rule 5(g).