Hearing Date: February 1, 2023, 9:30 a.m. AST

Objection Deadline: December 13, 2022 (for parties other than the Fee Examiner) 

IN THE UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF PUERTO RICO 

In re: 

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO 

RICO, 

as representative of 

THE COMMONWEALTH OF PUERTO RICO, 

et al.

Debtors.1

PROMESA 

Title III 

No. 17 BK 3283-LTS 

(Jointly Administered) 

SUMMARY COVER SHEET TO THE SIXTEENTH INTERIM APPLICATION OF 

BENNAZAR, GARCÍA & MILIÁN, C.S.P. FOR ALLOWANCE OF COMPENSATION 

FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES 

INCURRED AS ATTORNEYS FOR THE OFFICIAL COMMITTEE OF RETIRED 

EMPLOYEES OF THE COMMONWEALTH OF PUERTO RICO 

FROM JUNE 1, 2022, THROUGH SEPTEMBER 30, 2022 

Name of Applicant: Bennazar, García & Milián, C.S.P.

Authorized to Provide Services To: The Official Committee of Retired 

Employees of the Commonwealth 

of Puerto Rico

Retention Date: June 16, 2017

1

 The Debtors in these jointly-administered PROMESA title III cases, 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: (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 (Bankruptcy Case No. 17 BK 3284) (Last Four Digits of Federal Tax ID: 

8474); (iii) Puerto Rico Highways and Transportation Authority (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 (Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax 

ID: 9686); (v) Puerto Rico Electric and Power Authority (Bankruptcy Case No. 17 BK 4780) (Last Four 

Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (Bankruptcy Case No. 19 

BK 5523-LTS) (Last Four Digits of Federal Tax ID: 3801). 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 1 of 27
2 

Period for which compensation is sought: June 1, 2022–September 30, 2022

Total compensation sought this period: $89,800.00

Total expenses sought this period: $702.93

Petition Date: May 3, 2017

Retention Date: June 16, 2017

Date of Order Approving Employment: August 10, 2017

Total compensation approved by interim order to date: $4,331,517.25

Total expenses approved by interim order to date: $64,434.24

Total compensation paid to date: $3,862,950.75

Total expenses paid to date: $74,895.54

Total compensation subject to objection: None

Total expenses subject to objection: None

Blended rate in this application for all attorneys: $338

Blended rate in this application for all timekeepers: $338

Number of Professionals Included in this Application: 3

Difference Between Fees Budgeted and Compensation 

Sought: $5,038.00 under budget

Number of Professionals Billing Fewer than 15 Hours 

to this Case: 0

Rates Higher than Those Disclosed at Retention: None 

Objection Deadline: December 13, 2022 (for parties 

other than the Fee Examiner)

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 2 of 27
3 

Time Billed By 

Professional

Name of

Professional Title

Year

Admitted

Hourly 

Billing 

Rate

Total 

Billed 

Hours

Total

Compensatio

A.J. Bennazar Zequeira Partner 1974 $375.00 165.50 62,062.50

Hector Mayol Kauffmann Partner 2010 $375.00 21.30 7,987.50

Francisco Del Castillo Associate 2001 $250.00 79.00 19,750.00

Totals: 265.80 $89,800.00

Blended Rate: $338

FEE EXAMINER’S REQUESTED ATTACHMENTS TO FEE APPLICATIONS 

List of Professionals – Above 

Compensation by Project Category – Exhibit C 

Expense Summary – Exhibit D 

List of Professionals by Matter – Exhibit E 

Detailed Time Records – Exhibit E 

Detailed Expense Records – Exhibit F 

Budget & Staffing Plan – Submitted to the Fee Examiner under separate cover 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 3 of 27
Hearing Date: February 1, 2023, 9:30 a.m. AST

Objection Deadline: December 13, 2022 (for parties other than the Fee Examiner) 

IN THE UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF PUERTO RICO 

In re: 

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO 

RICO, 

as representative of 

THE COMMONWEALTH OF PUERTO RICO, 

et al.

Debtors.1

PROMESA 

Title III 

No. 17 BK 3283-LTS 

(Jointly Administered) 

SIXTEENTH INTERIM APPLICATION OF 

BENNAZAR, GARCÍA & MILIÁN, C.S.P. FOR ALLOWANCE OF COMPENSATION 

FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES 

INCURRED AS ATTORNEYS FOR THE OFFICIAL COMMITTEE OF RETIRED 

EMPLOYEES OF THE COMMONWEALTH OF PUERTO RICO 

FROM JUNE 1, 2022, THROUGH SEPTEMBER 30, 2022 

To the Honorable United States District Court Judge Laura Taylor Swain: 

Bennazar, García & Milián, C.S.P. ( “Bennazar”), attorneys for The Official Committee 

of Retired Employees of the Commonwealth of Puerto Rico (the “Retiree Committee”) in the 

above-captioned Title III cases (the “Title III Cases”), hereby submits this sixteenth application 

1

The Debtors in these jointly-administered PROMESA title III cases, 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: (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 (Bankruptcy Case No. 17 BK 3284) (Last Four Digits of Federal Tax ID: 

8474); (iii) Puerto Rico Highways and Transportation Authority (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 (Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax 

ID: 9686); (v) Puerto Rico Electric and Power Authority (Bankruptcy Case No. 17 BK 4780) (Last Four 

Digits of Federal Tax ID: 3747); and (vi) Puerto Rico Public Buildings Authority (Bankruptcy Case No. 19 

BK 5523-LTS) (Last Four Digits of Federal Tax ID: 3801). 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 4 of 27
5 

(the “Application”) for an award of interim compensation for professional services rendered in 

the amount of $89,800.00 and reimbursement for actual and necessary expenses incurred in 

connection with such services in the amount of $702.93 for the period from June 1, 2022 through 

September 30, 2022 (the “Interim Period”). Bennazar submits this Application pursuant to 

sections 316 and 317 of the Puerto Rico Oversight, Management, and Economic Stability Act

(“PROMESA”),2 48 U.S.C. §§ 2176, 2177; sections 105(a) and 503(b) of the Bankruptcy Code,3

11 U.S.C. § 503(b); Rule 2016(a) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy 

Rules”)4; Rule 2016-1 of the Bankruptcy Rules for the United States Bankruptcy Court for the 

District of Puerto Rico (the “Local Rules”)5; the Order Authorizing the Employment of Bennazar, 

García & Milián, C.S.P. as Attorneys for the Committee of Retired Employees (the “Retention 

Order”) [Dkt. No. 1003]; the Third Amended Order Setting Procedures for Interim and Final 

Compensation and Reimbursement of Expenses of Professionals (the “Compensation Order”) 

[Dkt. No. 20546]; the United States Trustee’s Guidelines for Reviewing Applications for 

Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Large 

Chapter 11 Cases Effective as of November 1, 2013 (the “UST Guidelines”);6 the First Amended 

Order Pursuant to PROMESA §§ 316 and 317 and Bankruptcy Code Section 105(a) Appointing a 

2

 PROMESA is codified at 48 U.S.C. §§ 2101–2241. 

3

 The Bankruptcy Code is codified at 11 U.S.C. §§ 101–1532. Unless otherwise noted, all Bankruptcy Code 

sections cited in the Application are made applicable to these Title III Cases pursuant to section 301(a) of 

PROMESA. 

4

All Bankruptcy Rules referenced in this Application are made applicable to these Title III Cases pursuant 

to section 310 of PROMESA. 

5

 The Local Rules are made applicable here by the Court’s Order (A) Imposing and Rendering Applicable 

Local Bankruptcy Rules to These Title III Cases, (B) Authorizing Establishment of Certain Notice, Case 

Management, and Administrative Procedures, and (C) Granting Related Relief [Dkt. No. 249]. 

6

 Pursuant to the Interim Compensation Order and Local Rule 2016-1, the Retiree Committee is required to 

comply with the UST Guidelines. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 5 of 27
6 

Fee Examiner and Related Relief [Dkt. No. 3324]; the Order on Fee Examiner’s Motion to Impose 

Presumptive Standards and Timeliness Requirements for Professional Fee Applications [Dkt. No. 

3932]; the Order Imposing Additional Presumptive Standards: Rate Increases and the Retentions 

of Expert Witnesses or Other Sub-Retained Professionals (“Additional Presumptive Standards 

Order”) [Dkt. No. 7678]; and the Fee Examiner’s November 10, 2017, Memorandum (the “Fee 

Examiner Memorandum”). In support of the Application, Bennazar submits the Certification of 

A. J. Bennazar Zequeira (the “Bennazar Certification”), attached hereto as Exhibit A, and 

respectfully represents as follows: 

Preliminary Statement 

Bennazar has served as counsel to the Retiree Committee since June 16, 2017. The Retiree 

Committee represents approximately 167,000 retired employees of the Commonwealth of Puerto 

Rico (“Commonwealth” or “Puerto Rico”) and various Commonwealth agencies and 

instrumentalities and their surviving beneficiaries, including Puerto Rico’s retired teachers, police 

officers, firefighters, judges, municipal clerks, engineers, and other government workers of all 

categories, who hold accrued pension benefits on account of having participated in the Employee 

Retirement System (the “ERS”), the Teachers Retirement System (the “TRS”), and/or the 

Judiciary Retirement System (the “JRS”), among other potential post-employment benefits (the 

“Retirees”). The pensions of the Retirees, along with those held by currently active employees 

who have participated in the ERS, TRS, and/or JRS, were collectively underfunded by at least $50 

billion. The Retirees are the largest group of creditors in these title III cases. 

During the Interim Period, Bennazar performed a variety of legal services that were 

necessary and appropriate for the efficient and economical resolution of the Retiree Committee’s 

interests in the Title III Cases. This includes, among other things: meeting and conferring with the 

Retiree Committee; providing expertise on the Puerto Rico Civil Code and civil legal system, 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 6 of 27
7 

public sector retiree benefits law, and constitutional law; advising the Retiree Committee of its 

powers and duties; advising the Retiree Committee regarding proposed modifications to the 

pensions, healthcare, and other accrued retirement benefits of Puerto Rico’s public-employment 

retirees; representing the Retiree Committee at court hearings involving matters pertaining to the 

Retirees; preparing motions, applications, orders, and other legal papers on behalf of the Retiree 

Committee; advising the Retiree Committee with respect to bankruptcy, labor, employee benefits, 

and litigation issues concerning the Retirees. 

Bennazar’s work during the Interim Period was necessary for, and beneficial to, the 

Retirees and served to ensure that the interests of the Retirees were properly represented and 

safeguarded in these Title III Cases. Bennazar respectfully requests that the Court award the fees 

and expenses requested in this Application. 

Jurisdiction 

The United States District Court for the District of Puerto Rico (the “Court”) has subject 

matter jurisdiction over this matter pursuant to PROMESA section 306(a). 

Venue is proper pursuant to PROMESA section 307(a). 

Bennazar makes this Application pursuant to PROMESA sections 316 and 317, 

Bankruptcy Code sections 105(a) and 503(b), Bankruptcy Rule 2016, Local Rule 2016-1, the 

Retention Order, the Interim Compensation Order, and the UST Guidelines. 

Background 

On May 3, 2017, the Commonwealth of Puerto Rico (the “Commonwealth”), by and 

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

Commonwealth’s representative pursuant to section 315(b) of PROMESA, filed a petition with 

the Court under title III of PROMESA. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 7 of 27
8 

On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation (“COFINA”), by and 

through the FOMB, as COFINA’s representative pursuant to PROMESA section 315(b), filed a 

petition with the Court under title III of PROMESA. 

On May 21, 2017, the Puerto Rico Highways and Transportation Authority (“HTA”), by 

and through the FOMB, as HTA’s representative pursuant to PROMESA section 315(b), filed a 

petition with the Court under title III of PROMESA. 

On May 21, 2017, the Employees Retirement System for the Commonwealth of Puerto 

Rico (“ERS”), by and through the FOMB, as ERS’s representative pursuant to PROMESA section 

315(b), filed a petition with the Court under title III of PROMESA. 

On July 3, 2017, the Puerto Rico Electric Power Authority (“PREPA”), by and through 

the FOMB, as PREPA’s representative pursuant to PROMESA section 315(b), filed a petition with 

the Court under title III of PROMESA. 

On September 27, 2019, the Puerto Rico Buildings Authority (“PBA”), by and through the 

FOMB, as PBA’s representative pursuant to PROMESA section 315(b), filed a petition with the 

Court under title III of PROMESA. 

Through Orders of this Court, the Title III Cases are jointly administered for procedural 

purposes only, pursuant to PROMESA section 304(g) and Bankruptcy Rule 1015. [See Dkt. Nos. 

242, 537, 1417, 8829.] 

On May 5, 2017, the Ad Hoc Committee for the Protection of Accrued Retirement Benefits 

of Puerto Rico’s Public Employees and Retirees (the “Ad Hoc Retiree Committee”) filed a 

motion seeking the appointment of an official committee of retired employees. [Dkt. No. 8.] On 

May 19, 2017, Guy G. Gebhardt, then-Acting United States Trustee for Region 21 (the “U.S. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 8 of 27
9 

Trustee”) filed a response in opposition to the Ad Hoc Retiree Committee’s motion. [Dkt. No. 

192.] 

On June 15, 2017, U.S. Trustee, pursuant to section 1102(a)(1) of the Bankruptcy Code, 

appointed the Retiree Committee, consisting of the following nine individuals: Blanca Paniagua, 

Carmen Nunez, José Marin, Juan Ortiz, Lydia Pellot, Marcos A. Lopez, (Retired) Judge Miguel 

Fabre, Milagros Acevedo, and Rosario Pacheco. [Dkt. No. 340.]7

Bennazar’s Retention and Fee Request 

On June 16, 2017, the Retiree Committee elected to employ Bennazar to represent the 

Retiree Committee. 

On July 19, 2017, the Retiree Committee filed its Application for an Order Approving the 

Employment of Bennazar, García & Milián, C.S.P. [Dkt. No. 683] (the “Retention Application”) 

pursuant to section 105(a) and 1103 of the Bankruptcy Code.8

On August 10, 2017, the Court entered the Retention Order approving Bennazar’s retention 

as counsel to the Retiree Committee, effective June 16, 2017, on the terms and conditions identified 

in the Retention Application. A copy of the Retention Order is attached hereto as Exhibit B. 

Pursuant to the Retention Order, Bennazar is entitled to compensation for reasonable, actual, and 

necessary professional services rendered and reimbursement of expenses incurred in connection 

with the Title III Cases. 

7

 As of April 12, 2018, José Marin resigned from the Retiree Committee. 

8

 In a chapter 11 case, a committee appointed under section 1102 of the Bankruptcy Code ordinarily would 

seek authority to employ counsel pursuant to section 328. Because PROMESA does not incorporate section 

328 of the Bankruptcy Code, the Retiree Committee moved for approval of its Retention Application 

pursuant to sections 105(a) and 1103(a). See PROMESA § 301(a) (omitting Bankruptcy Code sections 327 

and 328 from incorporation into PROMESA). 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 9 of 27
10 

On October 6, 2017, the Court entered an Order (the “Fee Examiner Order”) [Dkt No. 

1416] appointing Brady Williamson as the fee examiner (the “Fee Examiner”) in these Title III 

Cases. 

On November 15, 2017, Bennazar filed its First Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from June 16, 

2017 through September 30, 2017 (the “First Interim Application”) [Dkt. No. 1806], seeking 

$280,175.00 in compensation and $7,952.24 in expenses. On December 14, 2017, the Court 

entered an Order approving the First Interim Application [Dkt. No. 1994] in the amount of 

$279,987.50 in compensation and $6,946.24 in expenses, reflecting $187.50 in fee reductions and 

$1,006.00 in expense reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On March 15, 2018, Bennazar filed its Second Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from October 1, 

2017 through January 31, 2018 (the “Second Interim Application”) [Dkt. No. 2743], seeking 

$270,162.50 in compensation and $11,538.25 in expenses. On June 8, 2018, the Court entered an 

Order approving the Second Interim Application [Dkt. No. 3279] in the amount of $266,937.50 in 

compensation and $11,332.48 in expenses, reflecting $3,225.00 in fee reductions and $205.77 in 

expense reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On July 16, 2018, Bennazar filed its Third Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from February 1, 

2018 through May 31, 2018 (the “Third Interim Application”) [Dkt. No. 3539], seeking 

$352,581.25 in compensation and $21,979.16 in expenses. On November 9, 2018, the Court 

entered an Order approving the Third Interim Application [Dkt. No. 4200] in the amount of 

$343,247.50 in compensation and $17,846.37 in expenses, reflecting $9,333.75 in fee reductions 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 10 of 27
11 

and $4,132.79 in expense reductions recommended by the Fee Examiner and agreed to by 

Bennazar. 

On November 16, 2018, Bennazar filed its Fourth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from June 1, 2018, 

through September 30, 2018 (the “Fourth Interim Application”) [Dkt. No. 4271], seeking 

$292,497.50 in compensation and $572.79 in expenses. On March 14, 2019, the Court entered an 

Order approving the Fourth Interim Application [Dkt. No. 5654] in the amount of $289,154.50 in 

compensation and $1,060.40 in expenses, reflecting $3,343.00 in fee reductions recommended by 

the Fee Examiner and agreed to by Bennazar. 

On March 18, 2019, Bennazar filed its Fifth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from October 1, 

2018 through January 31, 2019 (the “Fifth Interim Application”) [Dkt. No. 5811], seeking 

$281,772.50 in compensation and $1,540.07 in expenses. On July 23, 2019, the Court entered an 

Order approving the Fifth Interim Application [Dkt. No.8189] in the amount of $279,497.50 in 

compensation and $1,540.07 in expenses, reflecting $2,275.00 in fee reductions recommended by 

the Fee Examiner and agreed to by Bennazar. 

On July 15, 2019, Bennazar filed its Sixth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from February 1, 

2019, through May 31, 2019 (the “Sixth Interim Application”) [Dkt. No. 7972], seeking 

$329,182.50 in compensation and $572.79 in expenses. On October 29, 2019, the Court entered 

an Order approving the Sixth Interim Application [Dkt. No. 9046] in the amount of $326,510.00 

in compensation and $572.79 in expenses, reflecting $2,672.50 in fee reductions recommended by 

the Fee Examiner and agreed to by Bennazar. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 11 of 27
12 

On November 15, 2019, Bennazar filed its Seventh Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from June 1, 2019, 

through September 30, 2019 (the “Seventh Interim Application”) [Dkt. No. 9176], seeking 

$341,445.00 in compensation and $2,316.39 in expenses. On May 18, 2020, the Court entered an 

Order approving the Seventh Interim Application [Dkt. No. 13150] in the amount of $340,725.00 

in compensation and $2,444.39 in expenses, reflecting $720.00 in fee reductions and $72.00 in 

expense reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On March 16, 2020, Bennazar filed its Eighth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from October 1, 

2019 through January 31, 2020 (the “Eighth Interim Application”) [Dkt. No. 12361], seeking 

$316,465.00 in compensation and $5,289.47 in expenses. On July 24, 2020, the Court entered an 

Order approving the Eighth Interim Application [Dkt. No. 13824] in the amount of $315,977.50 

in compensation and $5,289.47 in expenses, reflecting $487.50 in fee reductions and $0 in expense 

reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On July 15, 2020, Bennazar filed its Ninth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from February 1, 

2019 through May 31, 2020 (the “Ninth Interim Application”) [Dkt. No. 13661], seeking 

$345,741.25 in compensation and $2,226.97 in expenses. On October 26, 2020, the Court entered 

an Order approving the Ninth Interim Application [Dkt. No. 14925] in the amount of $344,997.75 

in compensation and $2,226.97 in expenses, reflecting $743.50 in fee reductions and $0 in expense 

reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On November 16, 2020, Bennazar filed its Tenth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from June 1, 2020, 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 12 of 27
13 

through September 30, 2020 (the “Tenth Interim Application”) [Dkt. No. 15149], seeking 

$318,805.00 in compensation and $2,178.48 in expenses. On March 8, 2021, the Court entered an 

Order approving the Tenth Interim Application [Dkt. No. 15971] in the amount of $319,180.00 in 

compensation and $2,178.48 in expenses, reflecting an increase of $375.00 in fees and $0 in 

expense reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On March 15, 2021, Bennazar filed its Eleventh Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from October 1, 

2020 through January 31, 2021 (the “Eleventh Interim Application”) [Dkt. No. 16056], seeking 

$275,107.50 in compensation and $2,189.02 in expenses. On August 3, 2021, the Court entered an 

Order approving the Eleventh Interim Application [Dkt. No. 17646] in the amount of $274,697.50 

in compensation and $2,189.02 in expenses, reflecting $410 in fee reductions and $0 in expense 

reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On July 15, 2021, Bennazar filed its Twelfth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from February 1, 

2021 through May 31, 2021 (the “Twelfth Interim Application”) [Dkt. No. 1736], seeking 

$309,767.50 in compensation and $3,044.11 in expenses. On October 4, 2021, the Court entered 

an Order approving the Twelfth Interim Application [Dkt. No. 18371] in the amount of 

$309,480.00 in compensation and $3,044.11 in expenses, reflecting $287.50 in fee reductions and 

$0 in expense reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On November 15, 2021, Bennazar filed its Thirteenth Interim Application for Allowance 

of Compensation for Services Rendered and Reimbursement of Expenses Incurred from June 1, 

2021 through September 30, 2021 (the “Thirteenth Interim Application”) [Dkt. No. 

Doc#:19222], seeking $363,292.50 in compensation and $6,239.70 in expenses. On March 18, 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 13 of 27
14 

2022, the Court entered an Order approving the Thirteenth Interim Application [Dkt. No. 20412] 

in the amount of $361,980.00 in compensation and $6,239.70 in expenses, reflecting $1,312.50 in 

fee reductions and $0 in expense reductions recommended by the Fee Examiner and agreed to by 

Bennazar. 

On May 24, 2022, Bennazar filed its Fourteenth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from October 1, 

2021, through January 31, 2022 (the “Fourteenth Interim Application”) [Dkt. 20990], seeking 

$279,482.50 in compensation and $1,523.75 in expenses. On October 28, 2022, the Court entered 

an Order approving the Fourteenth Interim Application [Dkt. No. 22727] in the amount of 

$279,145.00 in compensation and $1,523.75 in expenses, reflecting $337.50 in fee reductions and 

$0 in expense reductions recommended by the Fee Examiner and agreed to by Bennazar. 

On August 12, 2022, Bennazar filed its Fifteenth Interim Application for Allowance of 

Compensation for Services Rendered and Reimbursement of Expenses Incurred from February 1, 

2022, through May 31, 2022 (the “Fifteenth Interim Application”) [Dkt. 21829], seeking 

$164,777.50 in compensation and $4,512.16 in expenses. 

Bennazar is a professional services corporation organized and existing under the laws of 

the Commonwealth of Puerto Rico, with principal place of business in the city of San Juan. To the 

extent the Government of Puerto Rico applies the 10% withholding tax, it should only apply to 

professional fees and not expenses. 

Bennazar’s fees are based upon hours charged, recorded in tenth-of-an-hour increments, at 

Bennazar’s ordinary and customary hourly rates in effect as of January 1 of the calendar year in 

which the services are rendered, plus reimbursement of actual, necessary out-of-pocket expenses 

and other charges incurred by Bennazar on behalf of the Retiree Committee. The rates set forth 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 14 of 27
15 

herein are Bennazar’s 2021 and 2022 rates—which remain unchanged from the 2017 rates 

approved in the First Interim Application through the Twelfth Interim Application and indicated 

in the Thirteenth Interim Application—and are consistent with the rates charged to other clients, 

including outside of bankruptcy. 

The cover sheet to this Application contains a schedule setting forth all Bennazar 

professionals who have performed services in the Title III Cases during the Interim Period, the 

capacity in which each individual is employed by Bennazar, the hourly billing rate charged for 

services performed by such individual, the aggregate number of hours expended in this case and 

fees billed therefore, and the year in which each professional was first licensed to practice law. 

As set forth in the Bennazar Certification, all the services for which interim compensation 

is sought herein were rendered for and on behalf of the Retiree Committee in connection with these 

Title III cases. To the best of the Bennazar’s knowledge and as disclosed in the Declaration of A. 

J. Bennazar In Support Of Application of the Official Committee of Retired Employees of the 

Commonwealth of Puerto Rico for Order Approving the Employment of Bennazar, García & 

Milián, C.S.P. [Dkt. No. 683, Ex. A] (the “Bennazar Declaration”), Bennazar is a “disinterested 

person” as defined in section 101(14) of the Bankruptcy Code, and except as otherwise specified 

in the Bennazar Declaration, Bennazar’s partners, associates, and special attorneys do not hold or 

represent any interest adverse to the Retiree Committee. 

Bennazar might have in the past represented, might currently represent, and likely in the 

future will represent parties in interest in these cases in connection with matters unrelated to the 

Retiree Committee or the Title III Cases. In the Bennazar Declaration, Bennazar disclosed its 

connections to parties in interest in the Title III Cases that it has been able to ascertain using 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 15 of 27
16 

reasonable efforts. Bennazar will update such disclosures, as appropriate, if Bennazar becomes 

aware of relevant and material new information. 

Bennazar performed the services for which it is seeking compensation on behalf of the 

Retiree Committee and not on behalf of any other committee, creditor, or other entity. 

Bennazar has not received payment or promise of payment from any source other than the 

Commonwealth of Puerto Rico as debtor in the Title III Cases, for services provided or to be 

provided to the Retiree Committee in any capacity whatsoever in connection with the Title III 

Cases. 

Bennazar does not share fees with any attorneys except to the extent permitted by section 

504 of the Bankruptcy Code. 

Fees and Expenses Incurred During Interim Period 

A. Customary Billing Disclosures 

Bennazar’s hourly rates are set at a level designed to compensate Bennazar fairly for the 

work of its attorneys and to cover fixed and routine expenses. The hourly rates and corresponding 

rate structure utilized by Bennazar in these Title III Cases are equivalent to the hourly rates and 

corresponding rate structure used by Bennazar for similar complex corporate, contractual litigation 

and restructuring matters, whether in court or otherwise, irrespective of whether a fee application 

is required. The rates and rate structure reflect that such complex matters often are multijurisdictional in scope and typically involve great complexity, high stakes, and intense time 

pressures. 

B. Fees Incurred During Interim Period 

In the ordinary course of Bennazar’s practice, Bennazar maintains records of the time spent 

on the professional services provided to the Retiree Committee. Below is a summary of fees 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 16 of 27
17 

incurred and hours worked during the Interim Period for which compensation is sought on an 

hourly basis in this Application: 

Time Billed By 

Professional

Name of

Professional Title

Year

Admitted

Hourly 

Billing 

Rate

Total 

Billed 

Hours

Total

Compensatio

A.J. Bennazar Zequeira Partner 1974 $375.00 165.50 62,062.50

Hector Mayol Kauffmann Partner 2010 $375.00 21.30 7,987.50

Francisco Del Castillo Associate 2001 $250.00 79.00 19,750.00

Totals: 265.80 $89,800.00

Blended Rate: $338

C. Expenses Incurred During Interim Period 

In the ordinary course of Bennazar’s practice, Bennazar maintains a record of expenses 

incurred in rendering professional services to the Retiree Committee and for which reimbursement 

is sought. Exhibit D to this Application is a summary for the Interim Period of the total amount 

of expenses for which Bennazar seeks reimbursement with respect to each category of expenses. 

The out-of-pocket disbursement sum is broken down into categories of charges.

Summary of Legal Services Provided During the Interim Period 

During the Interim Period, Bennazar provided important professional services to the 

Retiree Committee in connection with the Title III Cases. Detailed descriptions of the specific 

services provided, and the time expended performing such services are attached as Exhibit E, and 

a summary of the services Bennazar provided to the Retiree Committee during the Interim Period 

is set forth below. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 17 of 27
18 

Bennazar has established subject matters categories (each, a “Matter Category”) for 

keeping time records of the work performed for the Retiree Committee. The following is a 

summary, by Matter Category, of the professional services provided by Bennazar during the 

Interim Period. This summary is organized in accordance with Bennazar’s internal system of 

matter categories.

Case Administration/Miscellaneous 

Total Hours: 53.50 Fees: $17,225.00 

Bennazar’s recorded time entries in this category reflect: (a) conferring with counsel to 

other parties in interest and other constituents regarding the status of the case; (b) reviewing case 

developments and litigation activity; (c) outreach on behalf of the Retiree Committee; (d) internal 

meetings and communications not attributable to another Matter Category; and (e) case and project 

management. 

Challenges to PROMESA 

Total Hours: 1.50 Fees: $562.50 

Bennazar’s recorded time entries in this category reflect legal research and analysis 

regarding challenges to PROMESA. 

Committee Governance and Attendance at Meetings 

Total Hours: 29.90 Fees: $8,662.50 

Bennazar’s recorded time entries in this category reflect: (a) assisting the Retiree 

Committee in the proper performance of its duties; (b) attending all of the meetings of the Retiree 

Committee; (c) preparing agendas and minutes for those meetings; (d) preparing logistics for the 

Committee meetings; and (e) communicating with other Retiree Committee professionals 

concerning Retiree Committee governance. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 18 of 27
19 

Communications with Retirees 

Total Hours: 12.50 Fees: $3,675.00 

Bennazar’s recorded time entries in this category reflect: (a) soliciting and responding to 

retirees through the Retiree Committee’s official website and other digital properties; 

(b) coordinating with the Retiree Committee’s Information Agent to develop, maintain, and update 

the Retiree Committee website; and (c) communicating with the Retiree Committee’s 

professionals regarding Retiree communication. 

Contested Matters 

Total Hours: 31.70 Fees: $11,887.50 

Bennazar’s recorded time entries in this category reflect: (a) reviewing and analyzing of 

pleadings and court decisions in multiple adversary proceedings and contested matters relevant to 

Retiree Committee constituents; and (b) corresponding with Retiree Committee professionals 

regarding the adversary proceedings and contested matters. 

Court Hearings 

Total Hours: 17.60 Fees: $6,600.00 

Bennazar’s recorded time entries in this category reflect: (a) representing the Retiree 

Committee at court hearings; (b) preparing for court hearings; and (c) reviewing pleadings and 

other submissions considered at or relevant to court hearings. 

Employment of Professionals/Fee Applications 

Total Hours: 40.00 Fees: $12,900.00 

Bennazar’s recorded time entries in this category reflect: (a) preparing of Retiree 

Committee monthly fee statements and fee applications; (b) corresponding with the Fee Examiner 

regarding interim fee applications; (c) preparing the required reports under the Puerto Rico 

Recovery Accuracy in Disclosures Act of 2021; and (d) coordinating with other professionals and 

members of the Retiree Committee for the review and certification of the monthly fees. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 19 of 27
20 

Fiscal Plan/Plan of Adjustment 

Total Hours: 65.70 Fees: $23,262.50 

Bennazar’s recorded time entries in this category reflect: (a) reviewing and analyzing of 

revised Fiscal Plans and related documents; (b) work related to the implementation of the Pension 

Benefits Council and the Pension Reserve Board; (c) correspondence and review of amendments 

to the Pension Reserve Guidelines. 

PREPA/UTIER 

Total Hours: 13.40 Fees: $5,025.00 

Bennazar’s recorded time entries in this category reflect reviewing and analyzing pleadings 

and court decisions in multiple adversary proceedings relevant to PREPA. 

Actual and Necessary Expenses Incurred by Bennazar During the Interim Period

As summarized in Exhibit D and as set forth in detail in Exhibit F, Bennazar has incurred 

a total of $702.93 in expenses on behalf of the Retiree Committee during the Interim Period. These 

charges are intended to reimburse Bennazar’s direct costs that are not included in Bennazar’s 

hourly billing rates. Only clients who actually use services of the types set forth in Exhibit E of 

this Fee Application are separately charged for such services. 

COMPENSATION REQUESTED 

The services for which Bennazar seeks compensation in this Application were, at the time 

provided, necessary for and beneficial to the Retiree Committee. Bennazar performed these 

services economically, effectively, and efficiently. Bennazar submits that the compensation 

requested is reasonable considering the nature, extent, and value of such services to the Retiree 

Committee. Accordingly, Bennazar submits the compensation sought in this Application is 

warranted and should be approved. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 20 of 27
21 

1. Compensation Under Sections 316 and 317 of PROMESA. 

Section 317 of PROMESA authorizes interim compensation of professionals and 

incorporates the substantive standards of section 316 of PROMESA to govern the Court’s award 

of interim compensation. Section 316 of PROMESA provides that a court may award a 

professional employed under section 1103 of the Bankruptcy Code “reasonable compensation for 

actual, necessary services rendered,” and “reimbursement for actual, necessary expenses.” 48 

U.S.C. § 2176(a)(1), (2). Section 316(c) sets forth the criteria for such an award: 

In determining the amount of reasonable compensation to be awarded to a 

professional person, the court shall consider the nature, the extent, and the 

value of such services, taking into account all relevant factors, including— 

(1) the time spent on such services; 

(2) the rates charged for such services; 

(3) whether the services were necessary to the administration of, 

or beneficial at the time at which the service was rendered toward 

the completion of, a case under this chapter; 

(4) whether the services were performed within a reasonable 

amount of time commensurate with the complexity, importance, and 

nature of the problem, issue, or task addressed; 

(5) with respect to a professional person, whether the person is 

board certified or otherwise has demonstrated skill and experience 

in the restructuring field; and 

(6) whether the compensation is reasonable based on the 

customary compensation charged by comparably skilled 

practitioners in cases other than cases under this subchapter or Title 

11. 

48 U.S.C. § 2176(c). 

As analyzed below, Bennazar submits that the elements governing awards of compensation 

under PROMESA justify the allowance requested. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 21 of 27
22 

1. The Time and Labor Required 

During the Interim Period, Bennazar’s partners and associates spent 891.90 hours 

providing professional services to the Retiree Committee for which Bennazar seeks compensation 

on an hourly basis. Bennazar coordinated its efforts with co-counsel to prevent duplication of 

efforts and thereby not spend more time than required. Bennazar required this amount of time to 

conduct its investigations, research and analyze numerous, complex, novel issues arising from the 

Title III Cases, advise the Retiree Committee with respect to these issues, participate in resolution 

of these issues, and other tasks as described herein. 

2. The Rates Charged for Such Services 

During the Interim Period, Bennazar’s hourly billing rates ranged from $150.00 to $250.00 

for associates and $375.00 for partners. Based on the recorded hours expended by Bennazar’s 

attorneys, the average hourly billing rate for Bennazar’s services is $338. 

Bennazar’s hourly rates are set at a level designed to compensate Bennazar fairly for the 

work of its attorneys and paraprofessionals, and to cover overhead and certain fixed and routine 

office expenses. Hourly rates vary with the experience and seniority of the individuals assigned. 

These hourly rates could be subject to adjustments to reflect economic and other conditions and 

are consistent with the rates charged elsewhere. 

The hourly rates and corresponding rate structure that Bennazar charges in these cases are 

equivalent to the hourly rates and corresponding rate structure that Bennazar charges for similar 

complex corporate, securities, litigation, and restructuring matters, whether in court or otherwise, 

regardless of whether a fee application is required. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 22 of 27
23 

3. The Necessity of the Services and the Benefit to the Estate 

As described herein, the services rendered by Bennazar were necessary for the efficient 

and economical resolution of the Retiree Committee’s interests in the Title III Cases. All of those 

services directly benefitted the Retiree Committee. 

4. The Reasonableness of the Time Spent, Based on the Complexity, 

Importance, Nature of the Issues 

Bennazar’s work involved the representation of the Title III Cases’ largest creditor 

constituency—Puerto Rico’s 167,000 retired teachers, police officers, firefighters, judges, 

municipal clerks, engineers, and other government workers of all categories—and Bennazar’s 

professional services during the Interim Period were necessary to ensure that the interests of the 

Retirees were re properly represented and safeguarded and that all matters relevant to the Retiree 

Committee were handled in an appropriate manner. The compensation requested is reasonable in 

light of those services. 

5. The Experience, Reputation, and Ability of the Attorneys Providing Services 

Bennazar attorneys are fully bilingual and have achieved a high degree of expertise and 

positive reputations in their respective fields. Bennazar’s attorneys have extensive experience, 

knowledge, and resources in the areas of constitutional, civil, commercial, and administrative law, 

including complex legal issues specifically related to Puerto Rico’s Retirement Systems enabling 

acts, civil litigation, as well as arbitration and mediation procedures. 

6. Customary Compensation 

The work for which Bennazar seeks compensation in this Application is of the type and 

nature for which Bennazar customarily would seek compensation at the rates identified in this 

Application. In addition, the compensation Bennazar seeks in this Application is comparable to 

the compensation it would have sought for comparable work outside of a Title III case. 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 23 of 27
24 

Bennazar submits that the compensation requested is reasonable under all the factors 

considered under sections 316 and 317 of PROMESA and that the factors justify the allowance in 

full of Bennazar’s compensation and reimbursement request. 

In view of the foregoing, Bennazar respectfully requests that it be allowed interim 

compensation in the amount of $89,800.00 for services rendered during the Interim Period. 

D. Reasonable and Necessary Expenses Incurred in Providing Services to the Retiree 

Committee. 

For the Interim Period, Bennazar requests reimbursement of $702.93 for reasonable and 

necessary costs and expenses incurred on behalf of the Retiree Committee. 

Bennazar’s normal billing rates do not take these costs and expenses into consideration. 

Rather, Bennazar bills each cost and expense to the applicable client. Because of the disparity 

between the different clients’ requirements for expenses such as travel, computer-assisted research, 

teleconference services, postage, courier and messenger services, and photocopying, it is difficult 

to charge costs and expenses fairly and equitably by including them in Bennazar’s ordinary billing 

rates. Accordingly, Bennazar generally charges each client for such costs and expenses separately, 

in each case, at Bennazar’s costs. 

Bennazar does not include the amortization of the cost of any investment, equipment, or 

capital outlay in its charges for these services. 

Any services billed by a third-party vendor are charged to the Retiree Committee in the 

amount billed to and paid by Bennazar. Pursuant to Local Rule 2016-1(b)(7), Bennazar seeks 

reimbursement for air travel limited to the amount spent on coach fare. 

Bennazar has made reasonable efforts to minimize its costs and expenses in connection 

with its representation of the Retiree Committee. Each of the costs and expenses Bennazar has 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 24 of 27
25 

incurred in providing professional services to the Retiree Committee was necessary, reasonable, 

and justified under the circumstances to serve the needs of the Retiree Committee. 

STATEMENT BY BENNAZAR UNDER ¶ C(5) OF THE UST GUIDELINES 

This engagement does not involve variations from Bennazar’s standard and customary 

billing rates. 

None of the professionals included in this Application varied their hourly rate based on the 

geographic location of the Title III Cases. 

The Application does not include time or fees related to reviewing or revising time records 

or routine preparation, review, or revision of time records. 

The hourly rates specified in the Retention Application were effective January 1, 2017 and 

have not increased since that time. Bennazar’s engagement letter with the Retiree Committee 

provides that Bennazar’s scheduled hourly rates may be periodically adjusted, generally at the 

beginning of a calendar year. However, Bennazar did not make any adjustments to its hourly rates 

in January 2018, 2019, 2020, 2021 or 2022. 

Consistent with the UST Guidelines and the Fee Examiner Memorandum, Bennazar 

submits monthly budgets to the Fee Examiner. Bennazar’s budgets estimated fees for the Interim 

Period at $94,838.00. Bennazar is requesting compensation of $89,800.00 for the Interim Period 

which is $5,038.00 under the amount budgeted. 

RESERVATION OF RIGHTS AND NOTICE 

It is possible that some professional time expended, or expenses incurred during the Interim 

Period are not reflected in the Application. Bennazar reserves the right to include such amounts 

in future fee applications. 

Pursuant to the Interim Compensation Order, the Retiree Committee has provided notice 

of this Application to: (a) the U.S. Trustee; (b) counsel to the FOMB; (c) counsel to the Puerto 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 25 of 27
26 

Rico Fiscal Agency and Financial Advisory Authority; (d) counsel to the Official Committee of 

Unsecured Creditors; (e) the Fee Examiner; and (f) all parties that have filed a notice of appearance 

with the Clerk of this Court, pursuant to Bankruptcy Rule 2002 and applicable provisions of the 

Local Rules, and requested such notice. 

NO PRIOR REQUEST 

No prior application for the relief requested by this Application has been made to this or 

any other court. 

(Signature page follows.) 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 26 of 27
27 

WHEREFORE, Bennazar respectfully requests that the Court enter an order: (a) awarding 

Bennazar compensation for professional and paraprofessional services provided during the Interim 

Period in the amount of $89,800.00; (b) reimbursement of actual, reasonable, and necessary 

expenses incurred in the Interim Period in the amount of $702.93; and (c) granting such other relief 

as is appropriate under the circumstances. 

Respectfully submitted, 

BENNAZAR, GARCÍA & MILIÁN, C.S.P. 

By: 

/s/ A. J. Bennazar-Zequeira 

A. J. Bennazar-Zequeira 

Hector Mayol Kauffman 

Edificio Union Plaza, 1701 

Avenida Ponce de León #416 

Hato Rey, San Juan 

Puerto Rico 00918 

ajb@bennazar.org 

hector.mayol@bennazar.org 

787-754-9191 (telephone) 

787-764-3101 (facsimile) 

Counsel for The Official Committee of Retired 

Employees of Puerto Rico

Dated: November 23, 2022 

Case:17-03283-LTS Doc#:22908 Filed:11/23/22 Entered:11/23/22 13:24:08 Desc: Main

Document Page 27 of 27