UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

-------------------------------------------------------------x

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

 as representative of 

THE COMMONWEALTH OF PUERTO RICO, et al.

 Debtors.1

-------------------------------------------------------------x

PROMESA

Title III

No. 17 BK 3283-LTS

(Jointly Administered)

AMENDED SUPPLEMENTAL VERIFIED STATEMENT REGARDING 

DISINTERESTEDNESS OF O’NEILL & BORGES LLC PURSUANT TO 

THE PUERTO RICO RECOVERY ACCURACY IN DISCLOSURE ACT2

I, Carla García Benítez, hereby declare under penalty of perjury: 

I am a Capital Member of O’Neill & Borges LLC (“O&B”), Puerto Rico counsel for the 

Financial Oversight and Management Board for Puerto Rico (the “Oversight Board”), as 

representative of the Commonwealth of Puerto Rico (“Commonwealth”), the Puerto Rico Sales 

Tax Financing Corporation (“COFINA”), the Puerto Rico Highways and Transportation Authority 

(“HTA”), the Employees Retirement System for the Commonwealth of Puerto Rico (“ERS”), the 

1 The Debtors in the jointly-administered Title III Proceedings, along with each Debtor’s respective Title III case 

number listed as a bankruptcy case number due to software limitations and the last four (4) digits of each Debtor’s 

federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico (Bankruptcy Case No. 17 

BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax Financing Corporation 

(“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 8474); (iii) Puerto Rico 

Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) (Last Four Digits of 

Federal Tax ID: 3808); (iv) Employees Retirement System of the Government of the Commonwealth of Puerto Rico 

(“ERS”) (Bankruptcy Case No. 17 BK 3566- LTS) (Last Four Digits of Federal Tax ID: 9686); (v) Puerto Rico Electric 

Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) (Last Four Digits of Federal Tax ID: 3747); 

and (vi) Puerto Rico Public Buildings Authority (“PBA”) (Bankruptcy Case No. 19-BK-5523-LTS) (Last Four Digits 

of Federal Tax ID: 3801) (Title III case numbers are listed as Bankruptcy Case numbers due to software limitations).

2

 O’Neill & Borges LLC originally filed this supplemental verified statement on August 25, 20221, at Docket No. 

21925. After such filing, the undersigned was advised that one of the supplemental responses provided in Attachment 

A required additional clarification. In compliance with its obligations under PRRADA, O’Neill & Borges LLC thus 

submits this amended version.

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Puerto Rico Electric Power Authority (“PREPA”) and the Puerto Rico Public Buildings Authority 

jointly (“PBA,” and jointly with the Commonwealth, COFINA, HTA, ERS and PREPA referred 

to as “Debtors”), as Title III Debtors, by and through the Oversight Board, as the Debtors’ 

representative pursuant to section 315(b) of the Puerto Rico Oversight, Management, and 

Economic Stability Act, 48 U.S.C. §§ 2101 et seq. (“PROMESA”)

I submit this supplemental declaration pursuant to section 2(b)(1) of the Puerto Rico 

Recovery Accuracy in Disclosures Act, Pub. L. No. 117-82 (“PRRADA”). The information 

provided herein was compiled by O&B from its members, associates, and other officers and 

employees, under the direction of myself and certain other members. To the extent any information 

disclosed herein requires amendment, supplementation, or modification upon O&B’s completion 

of further review if such review is requested by the Court, or as any additional material party in 

interest information becomes available, a supplemental declaration will be submitted to the Court 

reflecting such amendment or supplementation.

I. BACKGROUND

1. On December 16, 2016, the Oversight Board formally retained O&B as local Puerto 

Rico counsel [ECF No. 13891-7] (the “Oversight Board Engagement”) to assist it and the national 

firm selected by the Board to be its lead counsel, Proskauer Rose LLP (“Proskauer”), and O&B

commenced rendering its services soon thereafter.

2. On May 3, 2017, the Oversight Board, as representative of the Commonwealth, 

commenced the Commonwealth’s Title III case (the “Petition Date”). The Oversight Board later 

commenced Title III cases for the remaining Debtors as their Title III representative (all jointly 

referred to as the “Title III Proceedings”). 

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3. Within the Title III Proceedings, and in accordance with the terms of the Oversight 

Board Engagement, O&B has rendered its services as local Puerto Rico counsel to the Oversight 

Board, including sponsoring Proskauer attorneys to appear pro hac vice, and providing support on 

Puerto Rico law matters to Proskauer. Moreover, and in accordance with the Oversight Board 

Engagement, in circumstances in which the Rules of Professional Conduct relating to conflicts 

dictated that we should not represent the Oversight Board, we have so advised the Oversight Board

and have avoided such conflicting representation. 

4. On January 20, 2022, President Joseph R. Biden Jr. signed PRRADA into law. 

PRRADA sets forth disclosure requirements for professional persons seeking compensation 

pursuant to sections 316 and 317 of PROMESA after PRRADA’s enactment. 

5. As Title III Puerto Rico counsel for the Oversight Board in many of the matters 

addressed within these Title III Proceedings, O&B receives compensation pursuant to PROMESA 

sections 316 and 317 and is, therefore, subject to PRRADA’s disclosure requirements.

6. As required by the Court in its Order Regarding Proposed List of Material 

Interested Parties Pursuant to the Puerto Rico Recovery Accuracy in Disclosure Act [ECF No. 

20419], on March 29, 2022, the Oversight Board filed the Notice of Filing Amended List of 

Material Interested Parties Pursuant to Puerto Rico Recovery Accuracy in Disclosures Act [ECF 

No. 20458], which attached a list of material interested parties with respect to all Title III Debtors 

as Exhibit A thereto (the “MIP List”). The MIP List broke out the material interested parties (the 

“MIP”) in separate schedules for each of the Title III Debtors.

7. On March 30, 2022, the Court entered the Order, which approved the MIP List and 

directed all professionals to file the disclosures required under PRRADA by May 16, 2022 [ECF 

No. 20467].

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8. On June 24, 2022, the Court entered the Order on Motion of the United States 

Trustee for Amendment of the Third Amended Order Setting Procedures for Interim and Final 

Compensation and Reimbursement of Expenses of Professionals (ECF No. 20546) (the “Amending

Order”) whereby, among other things, it granted hired professionals who had not yet filed 

PRRADA disclosures until July 15, 2022, to file the PRRADA disclosures [ECF No. 21334].

9. Within the term granted to it by the Court, specifically on July 12, 2022, O&B 

submitted my initial declaration [ECF No. 21485] (the “O&B PRRADA Disclosure”) setting forth 

O&B’s connections to the entities on the MIP List.

10. Following the filing of the initial O&B PRRADA Disclosure, the Office of the 

United States Trustee for the District of Puerto Rico (the “U.S. Trustee”) requested certain 

additional information from O&B related to the disclosures set forth therein. After providing the 

additional information to the U.S. Trustee, the U.S. Trustee requested that O&B file the 

information in a supplemental declaration. 

11. O’Neill & Borges LLC originally filed its supplemental verified statement, 

submitting the additional information requested by the U.S. Trustee, on August 25, 20221, at 

Docket No. 21925. After such filing, the undersigned was advised that one of the supplemental 

responses provided in Attachment A required additional clarification. In compliance with its 

obligations under PRRADA, and after consulting this matter with the U.S. Trustee, O’Neill & 

Borges LLC submits this amended version.

II. AMENDED SUPPLEMENTAL DISCLOSURE

12. O&B incorporates by reference the background information set forth in its initial 

O&B PRRADA Disclosures, which elaborate both the procedures usually followed by O&B prior 

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to engaging in any new task to identify any potential ethical conflicts, as well as the procedures 

implemented to identify and ascertain its connections to the MIP List entities and persons. 

13. Furthermore, and in response to the additional queries received from the U.S. 

Trustee, I hereby supplement my initial declaration in the PRRADA Disclosures as set forth in 

Attachment A: Responses to UST Inquiries.

14. Although supplemented herein, all representations and disclosures in the initial 

PRRADA Disclosure remain true and correct.

III. AFFIRMATIVE STATEMENT OF DISINTERESTEDNESS 

15. Based on the conflicts and survey processes conducted to date and described in the 

O&B PRRADA Disclosure, and the supplemental disclosures set forth herein, to the best of my 

knowledge and insofar as I have ascertained, (a) O&B is and has been at all times during its 

representation of the Oversight Board throughout these Title III Proceedings, a “disinterested 

person” as defined in 11 U.S.C. § 101(14) and pursuant to PRRADA section 2(e)(2)(A), relative 

to the persons and entities on the MIP List, (b) O&B does not represent or hold an adverse interest 

in connection with the Title III Proceedings pursuant to PRRADA section 2(e)(2)(B), and (c) O&B

has no connection to parties on the MIP List except as disclosed in the O&B PRRADA Disclosure, 

and the supplemental disclosures herein.

16. To the extent any additional relevant information becomes known to O&B, O&B

will file a further supplemental declaration pursuant to PRRADA section 2(b)(2).

Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true 

and correct to the best of my information, knowledge, and belief.

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Dated: December 1, 2022.

San Juan, Puerto Rico

Respectfully submitted,

/s/Carla García Benítez

Carla García Benítez

USDC-PR No. 203708

O’NEILL & BORGES LLC

250 Muñoz Rivera Ave., Suite 800

San Juan, PR 00918-1813

Tel: (787) 764-8181

Fax: (787) 753-8944

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CERTIFICATE OF SERVICE

I hereby certify that, on this same date, I electronically filed the foregoing with the Clerk 

of the Court using the CM/ECF system, which will send notifications of such filing to all

CM/ECF participants in this case.

/s/ Carla García Benitez 

Carla García Benítez 

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i

Amended Attachment A: Responses to UST Inquiries regarding the Amended to 

Verified Statement Regarding Disinterestedness of O'Neill & Borges 

(ECF No. 21485 and 21925)

Garcia Decl. Statement U.S.T. Comments O&B Response

¶ 30 O&B is subject to potential 

claims for recoveries relating to 

services provided to certain 

underwriters 

Consider disclosing the names of 

the underwriters, dates that 

services were provided, and 

whether O&B is owed any fees. 

Also, disclose whether O&B 

advised the FOMB as to any 

matters relating to those 

securities.

Pursuant to the best information available to O&B, there are two 

transactions at issue where O&B represented the underwriter 

groups, one for securities issued by the Commonwealth of 

Puerto Rico and one for securities issued by PBA. Our 

representation for those transactions was undertaken on behalf 

of two separate underwriter groups composed of approximately 

20 financial entities, each group led by a different leader. The 

underwriter group for the issuance of certain PBA securities in 

and around June 2012 was led by Goldman, Sachs & Co. and the 

underwriter group for the issuance of certain CW securities in 

and around 2014 was Barclays Capital, Inc. O&B is not and was 

not owed any fees relating to these transactions as of the date of 

the filing of the Title III Proceedings. Duff & Phelps and the 

FOMB, through its Special Claims Committee have analyzed 

these transactions. O&B did not advise Duff & Phelps or the 

FOMB, through its Special Claims Committee on any matters 

relating to the securities that are the subject of the potential 

claims.

Schedule 1, 

p. iii 

CPG/GS PR 

NPL, LLC

O&B assisted the MIP in several 

listed matters.

Please clarify whether these 

matters are unrelated to the 

Title III Proceedings and the Title 

III Debtors.

O&B has not assisted CPG/GS PR NPL, LLC on matters related to 

this litigation. O&B Has not represented Shell trading Company 

in the Title III Proceedings or in any claims against the Title III 

Debtors.

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ii

Garcia Decl. Statement U.S.T. Comments O&B Response

Schedule 1, 

p. v 

MCS 

Advantage, 

Inc., MCS Life 

Insurance

O&B assisted the MIP in several 

listed matters.

Please clarify whether these 

matters are unrelated to the 

Title III Proceedings and the Title 

III Debtors.

O&B has not assisted the MIP MCS Advantage, Inc. or its related 

entities on matters related to the Title III Proceedings or the Title 

III Debtors.

Schedule 1, 

p. x 

Santander 

Asset 

Management

O&B assisted the MIP in several 

listed matters.

Please clarify whether these 

matters are unrelated to the 

Title III Proceedings and the Title 

III Debtors.

O&B has not assisted the MIP Santander Asset Management or 

its related entities on matters related to the Title III Proceedings 

or the Title III Debtors.

Schedule 1, 

p. x 

Shell Trading 

Company

O&B assisted the MIP in several 

listed matters.

Please clarify whether these 

matters are unrelated to the 

Title III Proceedings and the Title 

III Debtors.

O&B has assisted Shell Trading Company in a litigation matter 

involving PREPA that commenced approximately two-years 

before July 3, 2017, the date when the PREPA Title III Petition 

was filed, and in which the client and PREPA were codefendants 

with common interests. The civil action was eventually stayed by 

the Title III Proceeding. O&B has refrained from assisting either 

Shell Trading Company or the Oversight Board in issues relating 

to the potential lift of stay related to that civil action, or any 

other issues relating to the Title III proceeding.

Schedule 1, 

p. xii 

UBS Financial 

Services

O&B assisted the MIP in several 

listed matters.

Please clarify whether these 

matters are unrelated to the 

Title III Proceedings and the Title 

III Debtors.

Except as further elaborated herein, O&B has not assisted the 

MIP UBS Financial Services, or its related entities on matters 

related to the Title III Proceedings or the Title III Debtors. O&B 

was counsel of record for UBS in a civil action pending before the 

Puerto Rico Courts prior to the Title III filing of the ERS in which 

ERS eventually became averse to UBS. O&B resigned from the 

representation of UBS in that proceeding in late 2019. O&B did 

not participate in any matter relating to such Puerto Rico Court 

civil action within the ERS Title III case, nor did it advised the 

FOMB on any matters relating to the same. 

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iii

Garcia Decl. Statement U.S.T. Comments O&B Response

Schedule 3, 

p. i 

Government 

Development 

Bank of PR

Five members of the firm were

bondholders in the MIP. The 

amounts invested were less 

than $50,000.00 and the 

members position did not 

change as a result of any action 

on their part. The bonds have 

been replaced as a result of the 

GDB restructuring process.

Clarify whether the $50,000 

amount is for each of the 

members, or for all of them 

combined. Please disclose 

whether these members worked 

on any matters related to the 

Title III cases and/or the GDB, 

and when they made their 

investments.

The amounts invested by each member in the MIP Government 

Development Bank of PR were less than $50,000.00 per each 

individual member; and the last purchase date for any of these 

five (5) members was in January, 2013, prior to the filing of the 

Title III Proceedings. Of the five (5) members, one (1) of those 

members has not performed any work related to the Title III 

proceedings. Of the other four (4) members, the member that 

billed the most amount of time to the Title III Proceedings has 

dedicated a bit less than 55 hours total to these matters, spread 

out between the six different Title III Debtors' proceedings up to 

July 31, 2022, over the more than five years that have transpired 

since the Title III Proceedings started. The remaining three (3) 

members that have provided assistance to the FOMB in 

addressing Title III matters have each billed less than 45 total 

hours each. 

Schedule 3, 

p. i 

Puerto Rico 

Electric 

Power 

Authority

A member of the firm is a 

bondholder. The amounts 

invested were less than 

$50,000.00, and the member’s 

position has remained the same 

throughout the entire Title III 

proceeding.

Please disclose whether the 

member worked on any matters 

related to the Title III cases 

and/or PREPA, and when he 

made his investment.

The member has worked on limited matters related to the Title 

III Proceedings and/or PREPA. The amount of time this member 

has invested in assisting the FOMB on PREPA Title III matters was 

3.3 hours total, from the date the PREPA Title III matter was 

initiated until July 31, 2022, a time period of more than five 

years. The investment was made in August, 2013, prior to the 

filing of the Title III Proceedings. 

Schedule 3, 

p. i 

Puerto Rico 

Public 

Buildings 

Authority

Two members of the firm are 

bondholders. The amounts 

invested were less than 

$50,000.00, and the members’ 

positions have remained the 

same throughout the entire 

Title III proceeding. 

Clarify whether the $50,000 

amount is for each of the 

members, or for all of them 

combined. Please disclose 

whether these members worked 

on any matters related to the 

Title III cases and/or the PBA, 

and when they made their 

investments.

The amounts invested by each of the two (2) members in PBA 

were less than $50,000.00 per each individual member. Both 

investment were made in August 2011, prior to the filing of the 

Title III Proceedings. The two members have worked on limited 

matters related to the Title III Proceedings; but not on matters 

relating to the PBA Title III proceeding. 

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iv

Garcia Decl. Statement U.S.T. Comments O&B Response

Schedule 3, 

p. i 

Puerto Rico 

Sales Tax 

Financing 

Corporation

Three members of the firm are 

bondholders. The amounts 

invested were less than 

$50,000.00, and the member’s 

position has remained the same 

throughout the entire Title III 

proceeding.

Clarify whether the $50,000 

amount is for each of the 

members, or for all of them 

combined. Please disclose 

whether these members worked 

on any matters related to the 

Title III cases and/or COFINA, 

and when they made their 

investments.

The amounts invested by each member in COFINA were less than 

$50,000.00 per each individual member; and the last purchase 

date for any of these three (3) members was in September, 

2013, prior to the filing of the Title III Proceedings. Of the three 

(3) members, one (1) of those members has not performed any 

work related to the Title III proceedings. Of the other two (2) 

members that have worked on limited Title III related matters, 

one of them has not provided any legal assistance related to the 

COFINA Title III Proceeding, while the other one worked a total 

of 6 hours on matters related to the COFINA Title III proceeding 

proceedings between 2017 and to July 31, 2022, a time period of 

over five years. 

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