Better Government Ass'n v. Village of Rosemont
2017 IL App (1st) 161957
Ill. App. Ct.2017Background
- In 2014 Rosemont produced contracts for events at Allstate Arena and the Convention Center but redacted amounts for rent and financial incentives paid to producers/performers.
- The Chicago Tribune sought review; while that request was pending Rosemont enacted Ordinance No. 2014-11-12 purporting to exempt "confidential financial or proprietary information" for entertainment venues from FOIA.
- The Illinois Attorney General issued a binding opinion that Rosemont could not use the ordinance to withhold negotiated financial terms and that FOIA requires disclosure of financial terms of contracts with public bodies.
- Better Government Association (BGA) then sued under FOIA after Rosemont redacted similar items from 2014 contracts; Rosemont defended under FOIA exemptions (sections 7(1)(g) and 7(1)(a)) and the ordinance, and submitted affidavits asserting competitive harm from disclosure.
- The circuit court granted summary judgment for BGA, later vacating only its constitutional analysis and resting on collateral-estoppel and statutory-exemption rulings; Rosemont appealed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Collateral estoppel: Did the AG's prior FOIA decision as to Brooks's contract preclude relitigation? | AG decision precludes Rosemont from relitigating same legal issue here. | AG decision does not bind Rosemont for different contracts; factual differences may matter. | Not estopped; Rosemont may argue exemptions for other contracts because legal issue may be treated differently across contracts. |
| Section 7(1)(g) (trade secrets/commercial or financial information): Do negotiated rent and incentives qualify as "information obtained from a person or business"? | Such financial terms are proprietary commercial info that would cause competitive harm and fit 7(1)(g). | Financial terms were not "obtained from" renters but negotiated; public body supplied or agreed to them, so 7(1)(g) does not apply. | 7(1)(g) does not exempt the rental amounts and negotiated incentives here. |
| Section 7(1)(a) (information specifically prohibited by law): Does the Trade Secrets Act or other law bar disclosure? | Trade Secrets Act protects contract terms as trade secrets; therefore 7(1)(a) exempts them. | Trade Secrets Act only authorizes injunctions against misappropriation; it does not categorically prohibit disclosure by a public body. | 7(1)(a) does not apply; no state or federal law or regulation specifically prohibits disclosure of these terms. |
| Ordinance 2014-11-12 / home-rule power: Can Rosemont enact an ordinance exempting FOIA disclosure? | As a home-rule unit Rosemont may protect confidential venue financial info by ordinance. | FOIA is the exclusive state statute governing freedom of information; local ordinances cannot create exemptions. | Ordinance cannot create FOIA exemptions; home-rule units may expand disclosure duties but not add exemptions. |
Key Cases Cited
- City of Chicago v. StubHub, 2011 IL 111127 (Illinois 2011) (state regulates public access to governmental information; home-rule ordinance cannot override FOIA)
- Lardner v. Department of Justice, 638 F. Supp. 2d 14 (D.D.C. 2009) (distinguishing prior FOIA rulings and allowing relitigation where circumstances differ)
- Providence Journal Co. v. Convention Ctr. Authority, 824 A.2d 1246 (R.I. 2003) (final negotiated contracts, including prices, are public and not protected as negotiation-stage confidential materials)
- Bloomberg L.P. v. Bd. of Governors of the Fed. Reserve Sys., 601 F.3d 143 (2d Cir. 2010) (loan amounts and rates are not "information obtained" from private parties for FOIA trade-secret analysis)
- Millennium Park Joint Venture, LLC v. Houlihan, 241 Ill. 2d 281 (Ill. 2011) (standard of review for summary judgment)