Chiquita Brands International Inc. v. Securities & Exchange Commission, 420 U.S. App. D.C. 44

Background

Chiquita Brands (through its subsidiary Banadex) made payments to Colombian paramilitary groups; DOJ investigation led to a 2007 guilty plea and SEC earlier cease-and-desist settlement. Chiquita provided thousands of documents to investigators, asking the SEC to treat them confidentially.
The National Security Archive (Archive) filed FOIA requests to the SEC for records concerning Banadex’s payments; DOJ previously released over 5,500 pages of similar materials to the Archive.
SEC located responsive law‑enforcement records and notified Chiquita under its confidential‑treatment procedures; Chiquita invoked FOIA Exemption 7(B), arguing release would deprive it of a fair trial in pending multidistrict litigation in Florida.
The SEC’s Office of FOIA Services and the SEC General Counsel denied Chiquita’s confidential‑treatment request; Chiquita sued under the APA in D.D.C. seeking to prevent disclosure.
The district court granted summary judgment to the SEC; the D.C. Circuit affirmed, holding Exemption 7(B) did not apply because Chiquita failed to show disclosure would more likely than not seriously interfere with the fairness of a future trial.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Scope of FOIA Exemption 7(B) — whether it bars disclosure when documents are not yet available in discovery	Exemption 7(B) protects against release whenever FOIA would give adversaries a discovery‑stage advantage, regardless of effect on eventual trial	Exemption 7(B) protects only against disclosure that would more likely than not seriously interfere with the fairness of the trial (or administrative adjudication) as a whole	Held for SEC: Exemption 7(B) applies only where disclosure would probably seriously interfere with the fairness of the trial or administrative adjudication, not merely produce a pretrial discovery advantage
Whether release to Archive would deprive Chiquita of a fair trial in the Florida litigation	Release to Archive (an affiliate of plaintiffs’ counsel) would give plaintiffs an unfair head start, compromise protective‑order process, and generate prejudicial publicity that could taint jurors	SEC: Chiquita did not show how any temporary investigatory advantage or public access would more likely than not affect the fairness of any eventual trial; existing redactions/privacy protections and later discovery could cure asymmetries	Held for SEC: Chiquita failed to meet its burden to show disclosure would seriously interfere with trial fairness; the SEC reasonably denied Exemption 7(B) relief
Adequacy of agency reasoning under Chenery — whether SEC provided sufficient explanation for denial	SEC’s decision was conclusory and later counsel explanations cannot cure a deficient administrative record	SEC: General Counsel’s order sufficiently explained that Chiquita did not meet its burden and narrowed privacy redactions would be applied; later elaboration is consistent with the administrative rationale	Held for SEC: Decision met the low Chenery standard; additional appellate explanation did not compel reversal

Key Cases Cited

Washington Post Co. v. U.S. Dep’t of Justice, 863 F.2d 96 (D.C. Cir.) (Exemption 7(B) requires a pending/truly imminent proceeding and a probability that disclosure would seriously interfere with fairness)
Milner v. Dep’t of the Navy, 562 U.S. 562 (2011) (start with statutory text when interpreting FOIA exemptions)
North v. Walsh, 881 F.2d 1088 (D.C. Cir.) (FOIA can permit litigants to obtain information useful in non‑FOIA litigation even if not discoverable)
SEC v. Chenery Corp., 318 U.S. 80 (1943) (agency orders must be judged on the reasons the record discloses)
Seattle Times Co. v. Rhinehart, 467 U.S. 20 (1984) (discovery is private and subject to protective orders; does not control FOIA)