The attorney-client privilege doesn’t protect all communications among the company, its counsel, and the counsel-retained PR firms Joele Frank and Ogilvy & Mathers from discovery requests made by the shareholders, the U.S. District Court for the Southern District of New York said Sept. 5.
Investors sued the company behind the jewelry giants Kay, Jared, and Zales for allegedly misleading them about a pervasive culture of sexual harassment that spawned a discrimination class action by employees. They also alleged that Signet misrepresented the health of its credit portfolio.
Signet’s attorneys hired the PR firms to “discuss a communications strategy” to protect the company from negative and allegedly inaccurate news coverage, according to documents filed in the case.
The attorney-client privilege protects confidential communications between attorneys and their clients intended for the purpose of providing and obtaining legal advice. Usually, the disclosure of such a communication to a third party destroys or waives the privilege.
There is a limited exception to the third-party waiver rule when the communications to a third party were made for the purpose of obtaining legal advice. The exception didn’t apply here, at least as to some of the documents, the court said.
Still, the shareholders weren’t entitled to all the relief they sought, the court said. There might be documents or parts of documents concerning the PR firms’ work that are protected by the attorney-client privilege or the attorney work product doctrine, it said. The court ordered the parties to meet and confer over those documents.
U.S. Magistrate Judge Stewart D. Aaron wrote the opinion.
Bernstein Litowitz Berger & Grossmann LLP represents the shareholder class. Weil, Gotshal & Manges LLP represents Signet.
The case is In re Signet Jewelers Ltd. Sec. Litig., S.D.N.Y., No. 16-cv-6728, 9/5/19.