On Tuesday, the U.S. Supreme Court held that corporations do not have “personal privacy” under the Freedom of Information Act (“FOIA”). The decision comes just one year after the decision in Citizens United v. Federal Election Commission. In Citizens United, the Supreme Court, in a 5-4 opinion, ruled that a federal law banning corporations and unions from financing political spending was unconstitutional. Many critics of the decision felt that the Court was treating corporations as individual persons, with First Amendment free speech rights. Many of those same critics were concerned that the Court was going to take another step in that direction with the AT&T case.
Instead, the Supreme Court ended up ruling that corporations do not enjoy “personal privacy” under FOIA. Back in 2005, a trade association representing some of AT&T’s competitors submitted a FOIA request for information submitted by AT&T to the FCC during an investigation for alleged overbilling. Under FOIA, federal agencies are exempt from disclosing law enforcement records which could reasonably be expected to constitute an “unwarranted invasion of personal privacy.” While FOIA defines the term “person” to include corporations, it does not define the term “personal.” AT&T argued that it is a corporate citizen with "personal privacy" rights protected by the exemption and that it should therefore be protected from any disclosure that would embarrass it.
While the Third Circuit Court Appeals ruled in favor of AT&T, the Supreme Court reversed, unanimously holding that “personal” refers only to individual persons, and not legal persons such as corporations. In the opinion written by Chief Justice Roberts, the Court’s analysis focused on statutory construction and was limited to the language of FOIA itself, leaving other common law and constitutional issues to the side. Looking at the plain meaning of the word “personal”, Chief Justice Roberts wrote, “ ‘Personal’ ordinarily refers to individuals. We do not usually speak of personal characteristics, personal effects, personal correspondence, personal influence, or personal tragedy as referring to corporations or other artificial entities.”
It remains to be seen what type of impact this decision will have on corporations, for example, whether the threat of public disclosure will end up having a chilling effect on a corporation’s willingness to cooperate with law-enforcement investigations. The recognition of constitutional rights for corporations has never fully extended to include all rights traditionally recognized for individual persons (i.e., corporations are not covered under the Privileges and Immunities Clause of the 14th Amendment) but this recent decision adds to the line of cases that have over time continued to define the parameters of constitutional rights for corporations.