IN RE DIDI GLOBAL INC. SECURITIES LITIGATION

Background

Plaintiffs moved to compel DiDi Global Inc. to produce documents that DiDi had withheld or redacted based on Chinese blocking statutes and related Chinese data-security, state-secrets, and criminal laws. The requests were also directed at individual defendants, but this motion concerned documents withheld or redacted by DiDi.

DiDi identified more than 40,000 responsive documents. It produced approximately 37,000 without redactions, about 1,500 with redactions, and withheld approximately 2,100. DiDi’s general counsel stated that DiDi submitted the documents to Chinese authorities for approval before producing them and that the authorities allowed most documents to be produced but required redactions or withholding of others.

The court had previously ordered DiDi to provide deposition testimony despite similar arguments about Chinese law. In this opinion, the court applied a two-step analysis: whether Chinese law prohibited disclosure and, if so, whether principles of international comity—respect for another country’s laws and interests—still supported compelling production.

Waiver

The court rejected plaintiffs’ argument that DiDi had waived protection of the documents by failing to seek a protective order, by allegedly serving its withholding and redaction logs late, or by failing to include all information required by the parties’ electronic-discovery protocol. The court found no demonstrated prejudice from the late redaction log and no showing that DiDi’s conduct warranted waiver. It therefore held that DiDi had not waived whatever protection applied to the documents.

Chinese-law analysis

The court credited declarations from two Chinese-law experts stating that Chinese law and regulations required DiDi to obtain approval from Chinese authorities before producing the documents. Plaintiffs’ expert did not dispute that approval was required. The court also found no reason to discredit DiDi’s general counsel’s sworn statement about the authorities’ responses. The court concluded that Chinese law prohibited disclosure of the documents at issue.

International-comity analysis

The court said the balance of national interests was the most important factor and that both countries had legitimate interests. China had an interest in nondisclosure, as shown by its authorities’ objections. The United States had a substantial interest in fully and fairly resolving matters in its courts through complete discovery.

The court could not determine the importance of the withheld documents because DiDi’s withholding log did not identify which requests each document answered, describe the documents’ subjects or file names, or provide enough information to assess their significance. The court also found realistic alternative ways to obtain at least some of the information. Other defendants had already produced 1,527 of the 1,556 documents listed on the redaction log, and plaintiffs might obtain additional information through depositions or interrogatories.

The remaining factors did not clearly favor either side. The parties had negotiated the production requests and agreed on revised requests. The documents originated in China. The court did not credit DiDi’s claim that production would expose it and its officers to severe criminal liability, but it recognized that DiDi might face sanctions for violating explicit instructions from Chinese authorities. The court found no reason to question DiDi’s good faith.

Ruling

The court held that compelling production of all redacted and withheld documents was not appropriate at that stage. It noted that most redacted documents had been produced by other defendants and that plaintiffs had not shown that the remaining redacted information was centrally important or unavailable by other means. The court left open the possibility that production of some withheld documents could later be warranted.

The court therefore granted plaintiffs’ motion to compel to the extent that DiDi must produce, by March 20, 2025, a revised withholding log identifying for each withheld document the discovery request or requests to which it responds and describing the document’s contents well enough for plaintiffs to assess its importance. After receiving the revised log, plaintiffs may file a motion seeking specific documents or categories, but such a motion must specifically explain the documents’ plausible importance and why the information cannot be obtained by other means. The court denied the motion in all other respects, without prejudice to renewal.