Framingham Unfiltered, v. Wayland, Town of (SPR 20260510)

The Commonwealth of Massachusetts William Francis Galvin, Secretary of the Commonwealth Public Records Division Manza Arthur Supervisor of Records February 27, 2026 SPR26/0510 Trudy L. Reid Town Clerk Town of Wayland 41 Cochituate Road Wayland, MA 01778 Dear Ms. Reid: I have received the petition of Framingham Unfiltered (requestor) appealing the response of the Town of Wayland (Town) to a request for public records. See G. L. c. 66, § 10A; see also 950 C.M.R. 32.08(1). On January 6, 2026, the requestor sought, “[a]ll emails between the town manager and anyone on the topic of [an identified individual], date range 11/1/2025 and present.” Previous Appeal This request was the subject of a previous appeal. See SPR26/0167 Determination of the Supervisor of Records (January 30, 2026). In my January 30th determination, I ordered the Town to clarify its claim of attorney-client privilege and to clarify its withholding of the requested records under Exemption (c) of the Public Records Law. The Town provided a response on February 11, 2026. Unsatisfied by the response, the requestor petitioned this office and this appeal, SPR26/0510, was opened as a result. The Public Records Law The Public Records Law strongly favors disclosure by creating a presumption that all governmental records are public records. G. L. c. 66, § 10A(d); 950 C.M.R. 32.03(4). “Public records” is broadly defined to include all documentary materials or data, regardless of physical form or characteristics, made or received by any officer or employee of any agency or municipality of the Commonwealth, unless falling within a statutory exemption. G. L. c. 4, § 7(26). It is the burden of the records custodian to demonstrate the application of an exemption in order to withhold a requested record. G. L. c. 66, § 10(b)(iv); 950 C.M.R. 32.06(3); see also Dist. One Ashburton Place, Room 1719, Boston, Massachusetts 02108 • (617) 727-2832• Fax: (617) 727-5914 sec.state.ma.us/pre • pre@sec.state.ma.us

Trudy L. Reid SPR26/0510 Page 2 February 27, 2026 Attorney for the Norfolk Dist. v. Flatley, 419 Mass. 507, 511 (1995) (custodian has the burden of establishing the applicability of an exemption). To meet the specificity requirement a custodian must not only cite an exemption, but must also state why the exemption applies to the withheld or redacted portion of the responsive record. If there are any fees associated with a response a written, good faith estimate must be provided. See G. L. c. 66, § 10(b)(viii); see also 950 C.M.R. 32.07(2). Once fees are paid, a records custodian must provide the responsive records. The Town’s February 11th Response In its February 11, 2026 response, the Town cited Exemption (c) of the Public Records Law and attorney-client privilege to withhold the responsive records in their entirety. See G. L. c. 4, § 7(26)(c). Current Appeal In the requestor’s February 11, 2026 petition to this office, the requestor objected to the Town withholding records under Exemption (c) and attorney-client privilege. Common Law Attorney-Client Privilege A records custodian claiming the attorney-client privilege under the Public Records Law has the burden of not only proving the existence of an attorney-client relationship, but also (1) that the communications were received from a client during the course of the client’s search for legal advice from the attorney in his or her capacity as such; (2) that the communications were made in confidence; and (3) that the privilege as to these communications has not been waived. See Suffolk Constr. Co. v. Div. of Capital Asset Mgmt., 449 Mass, 450 n.9 (2007); see also Hanover Ins. Co. v. Rapa & Jepsen Ins. Servs., 449 Mass. 609, 619 (2007 (stating that the party seeking the attorney-client privilege has the burden to show the privilege applies). Records custodians seeking to invoke the common law attorney-client privilege “are required to produce detailed indices to support their claims of privilege.” Suffolk, 449 Mass. at 460. Pursuant to the Public Records Law, in assessing whether a records custodian has properly withheld records based on the claim of attorney-client privilege the Supervisor of Records “shall require, as part of the decision making process, that the agency or municipality provide a detailed description of the record, including the names of the author and recipients, the date, the substance of such record, and the ground upon which the attorney-client privilege is being claimed.” G. L. c. 66, § 10A(a). In its prior January 29, 2026 response, the Town provided a privilege log identifying twelve (12) records that it intends to withhold under the attorney-client privilege, and includes the dates, the names of authors, recipients, and descriptions of the records, and the basis on which the privilege is being claimed.

Trudy L. Reid SPR26/0510 Page 3 February 27, 2026 In its February 11, 2026 response, the Town stated, “…after further individualized review, the attorney-client privilege has not been waived relative to such communications with Town Counsel, which remain confidential and were made in confidence incorporating the Town’s prior response.” Upon review of the Town’s responses, the Town has satisfied the requirement that the communications were received during the course of the Town’s search for legal advice from the attorney in his or her capacity as such. Further, the Town has satisfied the requirement that the communications were made in confidence and the requirement that the privilege as to these communications has not be waived. Therefore, I find the Town has met its burden to withhold the records listed in its January 29th privilege log under attorney-client privilege. Where the Town has met its burden to withhold the responsive emails under the attorney- client privilege, I decline to opine on the applicability of Exemption (c) to the responsive records. Conclusion Accordingly, I will now consider this administrative appeal closed. If the requestor is not satisfied with the resolution of this administrative appeal, please be advised that this office shares jurisdiction with the Superior Court of the Commonwealth of Massachusetts. See G. L. c. 66, § 10A(c) (pursuing administrative appeal does not limit availability of applicable judicial remedies). Sincerely, Manza Arthur Supervisor of Records cc: Framingham Unfiltered