How to Object to a Nonparty Subpoena in Minnesota

What can a party demand from a business owner who is not in the lawsuit?

Interrogatories and ordinary document requests do not reach you, because those rules run from one party to another.

Minn. R. Civ. P. 33.01 provides: “Any party may serve written interrogatories upon any other party.” Rule 34.01 likewise lets a party serve a document request “on any other party,” and Rule 34.03 sends everyone else to the subpoena rule: “As provided in Rule 45, a nonparty may be compelled to produce documents and electronically stored information and to permit an inspection.”

A Minnesota subpoena may command you to testify, to produce “designated books, documents, electronically stored information, or tangible things in the possession, custody or control of that person,” or to permit inspection of your premises (Rule 45.01(a)(3)). A lawyer can sign one: “An attorney as officer of the court may also issue and sign a subpoena on behalf of the court where the action is pending” (Rule 45.01(c)). Timing matters too. Under Rule 26.04(a), “parties may not seek discovery from any source before the parties have conferred and prepared a discovery plan as required by Rule 26.06(c) except in a proceeding exempt from initial disclosure under Rule 26.01(a)(2), or when allowed by stipulation or court order.” A subpoena that arrives before the Rule 26 discovery conference is worth questioning on that ground alone.

A letter from a party’s lawyer asking for records is not a subpoena. In one matter, an opposing lawyer’s letter asked my owner-client for statements from every operating and affiliated account that received company funds. I suggested the owner not send them directly, because the same accounts were the subject of a separate proceeding. Records sent voluntarily skip the objections and court review that Rule 45 provides.

How does a written objection to a document subpoena work?

For a subpoena that asks only for documents or an inspection, a written objection served on the party or attorney designated in the subpoena stops production until a court orders it. The serving party must then file a motion, and an order compelling production must protect any person who is not a party or an officer of a party from significant expense.

Minn. R. Civ. P. 45.03(b)(2) provides that “a person commanded to produce and permit inspection, copying, testing, or sampling may, within 14 days after service of the subpoena or before the time specified for compliance if such time is less than 14 days after service, serve upon the party or attorney designated in the subpoena written objection to producing any or all of the designated materials or inspection of the premises.” Check the current rule text against your service date, because the rule ties the objection to that timing.

The objection shifts the burden to the party that served the subpoena: “If objection is made, the party serving the subpoena shall not be entitled to inspect, copy, test, or sample the materials or inspect the premises except pursuant to an order of the court by which the subpoena was issued.” The serving party may then move to compel, and “Such an order to compel production shall protect any person who is not a party or an officer of a party from significant expense resulting from the inspection, copying, testing, or sampling commanded.” You also “need not appear in person at the place of production or inspection unless commanded to appear for deposition, hearing, or trial” (Rule 45.03(b)(1)).

An effective objection takes each numbered request in turn, names the ground (privilege, burden, confidential business information, or a request outside the case), and says what you will produce instead. The objection procedure covers document and inspection commands. A command to appear and testify is challenged by motion, covered next.

What grounds justify quashing or narrowing a subpoena?

A Minnesota court must quash or modify a subpoena that allows too little time, requires privileged or protected matter when no exception or waiver applies, imposes an undue burden, or requires a person who is not a party or an officer of a party to travel outside the county limits, except to attend trial within Minnesota. It may also protect confidential business information, and it limits discovery that is irrelevant, disproportionate, or available from a more convenient source.

Under Minn. R. Civ. P. 45.03(c)(1), “On timely motion, the court on behalf of which a subpoena was issued shall quash or modify the subpoena if it”:

• “(A) fails to allow reasonable time for compliance;”
• “(B) requires a person who is not a party or an officer of a party to travel to a place outside the county where that person resides, is employed or regularly transacts business in person” (with an exception for attending trial);
• “(C) requires disclosure of privileged or other protected matter and no exception or waiver applies, or”
• “(D) subjects a person to undue burden.”

Rule 45.03(c)(2) adds a discretionary ground when a subpoena “(A) requires disclosure of a trade secret or other confidential research, development, or commercial information, or” certain unretained expert opinions. Even then, “if the party in whose behalf the subpoena is issued shows a substantial need for the testimony or material that cannot be otherwise met without undue hardship and assures that the person to whom the subpoena is addressed will be reasonably compensated, the court may order appearance or production only upon specified conditions.”

The general scope rule applies too. Rule 26.02(b) limits discovery to “any nonprivileged matter that is relevant to any party’s claim or defense and proportional to the needs of the case,” and the court must limit discovery that “is obtainable from some other source that is more convenient, less burdensome, or less expensive” (Rule 26.02(b)(3)). For a nonparty, that last clause is often the strongest argument: when the party being sued holds the same records, the requesting party should get them there first. For electronic records, “A person responding to a subpoena need not provide discovery of electronically stored information from sources that the person identifies as not reasonably accessible because of undue burden or cost” (Rule 45.04(a)(4)). On a motion to compel or to quash, however, “the person from whom discovery is sought must show that the information sought is not reasonably accessible because of undue burden or cost. If that showing is made, the court may nonetheless order discovery from such sources if the requesting party shows good cause, considering the limitations of Rule 26.02(b)(3). The court may specify conditions for the discovery.”

A nonparty can also seek a protective order. Rule 26.03(a) allows a motion “by a party or by the person from whom discovery is sought, and for good cause shown.” The rule says only “timely motion” for a quash request, so I suggest filing before the date set for compliance.

How are privileged and confidential business records protected?

You may withhold privileged records, but you must claim the privilege expressly and describe what you are withholding well enough for the requesting party to contest it. Confidential business information that is not privileged can be shielded by a court order limiting who sees it and how it is used.

Minn. R. Civ. P. 45.04(b)(1) requires: “When information subject to a subpoena is withheld on a claim that it is privileged or subject to protection as trial-preparation materials, the claim shall be made expressly and shall be supported by a description of the nature of the documents, communications, or things not produced that is sufficient to enable the demanding party to contest the claim.” That description is usually called a privilege log. If privileged material slips out, Rule 45.04(b)(2) lets you notify the parties, and “After being notified, a party must promptly return, sequester, or destroy the specified information and any copies it has and may not use or disclose the information until the claim is resolved.”

The privilege most often at stake for a business is attorney-client privilege in a company. For testimony, Minn. Stat. § 595.02, subd. 1(b) provides: “An attorney cannot, without the consent of the attorney’s client, be examined as to any communication made by the client to the attorney or the attorney’s advice given thereon in the course of professional duty.” Privileged emails with your company’s lawyer, or privileged internal investigation memos, are withheld under the express claim and description that Rule 45.04(b)(1) requires.

The court controls how detailed the log must be. In Energy Transfer LP v. Greenpeace International, No. A23-1284 (Minn. July 16, 2025), a Minnesota news organization that was not a party received Rule 45 subpoenas in a North Dakota lawsuit and claimed protection under the Minnesota Free Flow of Information Act (MFFIA). The Minnesota Supreme Court held “that the district court may order a party claiming privilege under the MFFIA to produce a privilege log,” reversing the court of appeals on that point, and it noted that “Rule 45.04(b) controls when a non-party who is subject to a subpoena claims that the information sought is privileged.” It also recognized that “the district court has authority to define the scope of a privilege log, especially when much of the requested information is clearly privileged and producing a privilege log would impose an undue burden on the party covered by the privilege.” It remanded for the district court to decide the scope, bearing in mind Rules 45.03 and 45.04. In a footnote, the court observed that “A privilege log involving attorney-client communications could state the type of communication (e-mail, text message, etc.), the parties to the communication, and the purpose of the communication.”

For trade secrets and other confidential information, Rule 26.03(a)(7) allows an order “that a trade secret or other confidential research, development, or commercial information not be disclosed or be disclosed only in a designated way.” A workable proposal is production under a protective order that limits who may see the records and how they may be used. If the records came to you from a business partner under a confidentiality agreement, check whether it requires notice to that partner before you produce under legal process.

What changes when the owner is also an officer or employee of a party?

Several protections in Rule 45 reach only a person who is not a party or an officer of a party, so an owner who serves as an officer of the company being sued loses them. An employee of a party also loses the right to compensation, with one exception.

The county travel limit in Minn. R. Civ. P. 45.03(c)(1)(B) protects only “a person who is not a party or an officer of a party.” The same words appear in Rule 45.03(b)(2): an order compelling production “shall protect any person who is not a party or an officer of a party from significant expense.” And the compensation right in Rule 45.03(d) belongs to “a witness who is not a party to the action or an employee of a party [except a person appointed pursuant to Rule 30.02(f)].” A deposition notice can also reach you: under Rule 37.04, if “an officer, director, employee, or managing agent of a party” fails “to appear before the officer who is to take the deposition, after being served with a proper notice,” the court “may make such orders in regard to the failure as are just, including any action authorized in Rule 37.02(b)(1), (2), and (3).”

The practical effect is that the title on your business card can change your position. An owner who is neither an officer nor an employee of a party, such as a passive investor or a member of a related company, keeps the protections quoted above. Whether a related company’s records count as within a party’s control is a separate question, covered in a related company’s discovery obligations.

Who pays for the time and cost of complying?

Subject to Rules 26.02 and 26.03, a witness who is not a party or an employee of a party, and who produces documents or testifies about a profession, business, or trade, is entitled to reasonable compensation for the time and expense, and the party that served the subpoena must arrange it before compliance. A witness commanded to attend is also owed the statutory daily fee and mileage in advance, except on a subpoena issued on behalf of the state or county.

Minn. R. Civ. P. 45.03(d) provides that “a witness who is not a party to the action or an employee of a party [except a person appointed pursuant to Rule 30.02(f)] and who is required to give testimony or produce documents relating to a profession, business, or trade, or relating to knowledge, information, or facts obtained as a result of activities in such profession, business, or trade, is entitled to reasonable compensation for the time and expense involved in preparing for and giving such testimony or producing such documents.” Every Minnesota subpoena must “contain a notice to the person to whom it is directed advising that person of the right to reimbursement for certain expenses pursuant to Rule 45.03(d), and the right to have the amount of those expenses determined prior to compliance with the subpoena” (Rule 45.01(a)(4)).

Rule 45.02(d) puts the duty on the serving party: “The party serving the subpoena shall make arrangements for reasonable compensation as required under Rule 45.03(d) prior to the time of commanded production or the taking of such testimony. If such reasonable arrangements are not made, the person subpoenaed may proceed under Rule 45.03(c) or 45.03(b)(2).” In Wick Building Systems, Inc. v. Employers Insurance of Wausau, 546 N.W.2d 306 (Minn. App. 1996), the Minnesota Court of Appeals held that attorneys who were not parties to a Wisconsin lawsuit were entitled to reasonable compensation for complying with document subpoenas. The court applied the rule under its former number, Rule 45.06; the 2006 advisory committee comment says the rule “retains the provisions of former Rule 45.06” and places the payment provision in Rule 45.03(d).

When your attendance is commanded, service must include “tendering to that person the fees for one day’s attendance and the mileage allowed by law” (Rule 45.02(a)). Minn. Stat. § 357.22 sets the fee at “$20 for each day” plus mileage, and provides: “No person is obliged to attend as a witness in any civil case unless one day’s attendance and travel fees are paid or tendered the witness in advance.” Rule 45.02(a) makes an exception, “When the subpoena is issued on behalf of the state of Minnesota or an officer or agency thereof, fees and mileage need not be tendered,” and Minn. Stat. § 357.32 lets the court administrator, at the request of the county attorney or the attorney general, “issue subpoenas and compel the attendance of witnesses in behalf of the state or county without payment of fees in advance.” Beyond these payments, Rule 45.03(a) requires the issuing party to “take reasonable steps to avoid imposing undue burden or expense,” and the court must sanction a breach with “an appropriate sanction, which may include, but is not limited to, lost earnings and a reasonable attorney’s fee.”

How does a deposition of a nonparty owner or company work?

A subpoena can require you to testify personally, or require your company to designate someone to testify for it on listed topics. The company must confer with the serving party about the topics and prepare its designee, and a deposition is limited to one day of seven hours unless the court or the parties allow more.

When a subpoena names your company, Minn. R. Civ. P. 30.02(f) applies: “The named organization must designate one or more officers, directors, or managing agents, or designate other persons who consent to testify on its behalf; and it may set out the matters on which each person designated will testify.” The rule adds: “A subpoena must advise a non-party organization of its duty to confer with the serving party and to make such a designation. The persons designated must testify about information known or reasonably available to the organization.” The designee speaks for the company, so preparation means gathering what the company knows on each topic, not only what the designee remembers. The conference is the place to narrow overbroad topics before anyone prepares.

Under Rule 30.04(b), “Unless otherwise authorized by the court or stipulated by the parties, a deposition is limited to one day of seven hours.” If questioning turns abusive, Rule 30.04(d) allows a motion to stop or limit the deposition “upon a showing that the examination is being conducted in bad faith or in such manner as unreasonably to annoy, embarrass, or oppress the deponent or party.” The county travel limit in Rule 45.03(c)(1)(B) applies to a deposition subpoena, and so does the advance witness fee under Minn. Stat. § 357.22, except on a subpoena issued on behalf of the state or county.

Which court decides a subpoena dispute, and what happens if you ignore it?

A motion to quash or modify goes to the court on whose behalf the subpoena was issued, while a party’s motion to compel a nonparty goes to the court in the county where the discovery is taken. Ignoring a subpoena without an adequate excuse risks contempt.

Minn. R. Civ. P. 45.03(c)(1) assigns a quash motion to “the court on behalf of which a subpoena was issued.” For a motion to compel, Rule 37.01(a) provides: “An application for an order to a person who is not a party shall be made to the court in the county where the discovery is being, or is to be, taken.” Fees can shift either way. If a motion to compel is granted, Rule 37.01(d)(1) provides that the court “shall, after affording an opportunity to be heard, require the party or deponent whose conduct necessitated the motion or the party or attorney advising such conduct or both of them to pay to the moving party the reasonable expenses incurred in making the motion, including attorney fees,” unless, among other exceptions, “the opposing party’s nondisclosure, response, or objection was substantially justified.” If a motion to compel is denied, Rule 37.01(d)(2) provides that the court “shall, after affording an opportunity to be heard, require the moving party or the attorney filing the motion or both of them to pay to the party or deponent who opposed the motion the reasonable expenses incurred in opposing the motion, including attorney fees, unless the court finds that the making of the motion was substantially justified or that other circumstances make an award of expenses unjust.”

Silence is the one response with no upside. Under Rule 45.05, “Failure by any person without adequate excuse to obey a subpoena served upon that person may be deemed a contempt of the court on behalf of which the subpoena was issued. An adequate cause for failure to obey exists when a subpoena purports to require a non-party to attend or produce at a place not within the limits provided by Rule 45.03(c)(1)(B).”

Two notice rules also protect you. “Any use of a subpoena, other than to compel attendance at a trial, without prior notice to all parties to the action, is improper and may subject the party or attorney issuing it, or on whose behalf it was issued, to sanctions” (Rule 45.01(e)). And whatever you produce is not private to the party that asked: “The party issuing a subpoena for production or inspection shall make available to all parties any books, papers, documents or electronically stored information obtained from any person following issuance of a subpoena to that person” (Rule 45.04(a)(5)). Assume every party to the case will see what you send.

Responding to a Nonparty Subpoena

A Minnesota subpoena to a nonparty is a demand you can answer on your own terms: object in writing to a document subpoena within the time Rule 45.03(b)(2) allows, move to quash or narrow one that is burdensome or reaches privileged or confidential material, log what you withhold, and, if you are not a party or an employee of a party, ask for compensation arrangements before you produce business records. The steps that protect you most are the early ones, taken before the compliance date. If you would like a second set of eyes on a subpoena your company has received, email me at aaron@aaronhall.com with a copy of the subpoena and a brief description of your connection to the lawsuit. More on the disputes behind these subpoenas is on my contracts page.