In Wal-Mart Stores, Inc. v. Indiana Electrical Workers Pension Trust Fund IBEW, 95 A.3d 1264(Del. 2014) (No. 614, 2013), the Delaware Supreme Court held that the fiduciary exception to the attorney-client privilege established in Garner v. Wolfenbarger applies in “plenary stockholder/corporation proceedings” and in 8 Del. C. § 220 proceedings involving shareholder requests to inspect a company’s books and records. As a result, Wal-Mart was required to produce otherwise privileged internal investigation materials to the major shareholder who requested them. In April 2012, the New York Times published an article regarding an alleged bribery scheme in Mexico in 2005 and an internal investigation that was allegedly thwarted by the company in 2006. In June 2012, a pension fund shareholder of the company sent a demand letter pursuant to Section 220, requesting inspection of broad categories of documents prepared from 2005 to the present, including internal investigation materials. The parties conducted a Section 220 trial; at the conclusion, the trial court entered an order requiring the company to provide to the stockholder internal investigation documents otherwise protected by the attorney-client privilege and by the work product doctrine. The Delaware Supreme Court affirmed. Although the court had previously tacitly endorsed the Garner doctrine, here the court clearly stated that it was adopting the Garner fiduciary exception for both derivative actions and Section 220 proceedings. The court explained that theGarner doctrine is “narrow, exacting, and intended to be very difficult to satisfy.” In this case, the stockholder met its burden of showing good cause by demonstrating, among other things, that the information was not available through other sources and that the request was targeted at specific documents and was not a fishing expedition. The court also affirmed the trial court’s order that the company produce otherwise protected work product. Although the Garnerdoctrine does not apply to work product, as required by Section 220, the stockholder demonstrated that the documents sought were “necessary and essential,” which also satisfied the requirement for overcoming the work product immunity.