UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF PUERTO RICO

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In re:

THE FINANICAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO 

RICO,

As representative of

THE COMMONWEALTH OF PUERTO

RICO, et al.,

Debtors.

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PROMESA Title III

No. 17 BK 3283-LTS

(Jointly Administered)

SUPPLEMENTAL DECLARATION OF ERNST & YOUNG LLP UNDER THE 

PUERTO RICO RECOVERY ACCURACY IN DISCLOSURES ACT OF 2021

I, Adam Chepenik hereby declare as follows:

1. I am a Principal of Ernst & Young LLP (“EY LLP”). I provide this Declaration on 

behalf of EY LLP pursuant to the Puerto Rico Recovery Accuracy in Disclosures Act of 2021, 

Pub. L. No. 117-82 (“PRRADA”). This Supplemental Declaration is filed to address certain 

inquiries of the Office of the United States Trustee and to disclose certain additional facts identified 

by EY LLP since my original declaration that was filed with this Court on May 16, 2022 (the 

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number 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).

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“Initial Declaration”), and in response to informal inquiries raised by the Office of the United 

States Trustee following my Initial Declaration.

2. The facts set forth in this Declaration are based upon my personal knowledge, upon 

information and belief, and upon client matter records kept in the ordinary course of business that 

were reviewed by me or professionals of EY LLP and EY US LLP or employees of other member 

firms of EYGL under my supervision and direction.2

3. In Paragraph 18 of the Initial Declaration, I stated that if EY LLP becomes aware 

that an EYGL member firm represents a Party in Interest in a matter that is adverse to the Debtors 

or their bankruptcy estates, EY LLP will not permit anyone from such non-US EYGL member 

firm’s engagement team who provides services to such Party in Interest to be involved in the 

Services that EY LLP provides for the Debtors during these Title III cases. As a supplement to 

the aforementioned disclosure, based upon its connections check described in the Initial 

Declaration, EY LLP is not currently aware of any such adverse representation. To the extent that 

EY LLP becomes aware of any such adverse representation in the future, EY LLP will file a related 

supplemental disclosure with this Court. 

4. In Paragraph 26 of the Initial Declaration, I disclosed that on April 30, 2019, EY 

LLP entered into a tolling agreement with the Board (acting through its Special Claims Committee) 

and the Official Committee of Unsecured Creditors for the Debtors (other than COFINA) tolling 

the statutes of limitations for potential claims relating to services provided by EY LLP to the 

Debtors or any other Puerto Rico government entity relating to, arising out of, and/or based upon 

the issuance of bonds by the Debtors or any other Puerto Rico government entity. This tolling 

 

2 Capitalized terms used but otherwise undefined herein shall have the meanings ascribed to such terms in the Initial 

Declaration.

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agreement was entered into more than two years after the Board engaged EY to perform Services 

in connection with the Debtors’ restructuring efforts, and currently remains in effect. The 

Oversight Board’s public website (https://drive.google.com/open?id=19-

lauVo3w9MPS03xYVe0SWhQin-Q6FEf) contains the independent investigator’s final 

investigative report prepared for the Special Claims Committee that details potential claims the 

Board may consider investigating further. The report does not purport to evaluate the legal 

sufficiency of any claim by or against any entity, and EY LLP has not estimated its potential 

exposure with respect to the tolled potential claims. EY’s scope of work does not include advising 

on the Board’s consideration of potential claims, and EY has not provided any advice to the Board 

with respect to such potential claims, including which claims to pursue or not to pursue. On March 

15, 2022, the Modified Eighth Amended Title III Joint Plan of Adjustment of the Commonwealth 

of Puerto Rico, et al. (the “Plan”) became effective, and on that date a Trustee was appointed and, 

pursuant to the Plan, all Avoidance Actions (as that term is defined in the Plan) – including the 

tolled potential claims referenced herein – were transferred to the Avoidance Actions Trust. The 

Avoidance Actions Trust has the “sole right, authority, and standing to prosecute, settle or 

otherwise dispose of all Avoidance Actions.” [See Confirmation Order, Docket No. 19813, at ⁋19.]

5. As part of the connections check described in my Initial Declaration, EY LLP 

polled the EY professionals who are providing Services to the Debtors and have access to 

confidential information of the Debtors, and no such individuals have reported that they have

directly held, or are currently holding, any debt or equity securities of the Debtors. EY LLP will

similarly poll any EY professionals who are added to the engagement team in the future.

6. To the best of EY LLP’s knowledge, information and belief based upon information 

reviewed pursuant to the procedures described in the Initial Declaration and this Supplemental 

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Declaration: (i) EY LLP does not hold debt or equity securities of the Debtors, and is not aware of 

any other EYGL member firms holding debt or equity securities of the Debtors (as such EYGL 

member firms are separate legal entities from EY LLP, and EY LLP does not have access to that

information); and (ii) EY LLP has not advised any clients as to buying or selling debt or equity 

securities of the Debtors, and is not aware of any EYGL member firms having advised any clients 

as to buying or selling debt or equity securities of the Debtors. 

7. EY LLP is in the process of being retained to provide grant related services to a 

large electric utility company (the “Utility Company,” that was not listed in the Debtors’ Material 

Interested Parties List) in connection with the Utility Company’s recovery of costs from the 

Federal Emergency Management Agency for services provided to the Puerto Rico Electric Power 

Authority. These services would be unrelated to the Debtors’ Title III cases.

8. In 2020, EY LLP was engaged by a bank (that was not listed in the Debtors’ 

Material Interested Parties List) to serve as its eDiscovery vendor with respect to litigation 

involving the LIBOR interest rate, where the Government Development Bank for Puerto Rico is a 

claimant/plaintiff and EY LLP’s client is a defendant. Until now, EY’s work has mainly involved 

migrating data from a predecessor eDiscovery vendor as well as the following services: processing, 

hosting, searching, support within the document review platform and document production. EY 

expects these services to continue in the future. EY takes direction from counsel to this bank, and 

EY does not itself set the parameters for what does and does not get produced. These services are 

unrelated to the Debtors’ Title III cases.

9. In Paragraph 16 of the Initial Declaration, I disclosed (among other things) that EY 

provides certain services to the Board and/or its counsel unrelated to the Debtors’ Title III 

proceedings, including project management advice at the Puerto Rico Department of Education

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(“PRDE”). In addition to the aforementioned services, EY Puerto Rico also has provided and 

continues to provide certain services directly to the PRDE unrelated to the Debtors’ Title III 

proceedings.

10. As of the Petition Dates for each of the Debtors set forth below, EY had outstanding

invoices for services provided to such Debtors or the Financial Oversight and Management Board 

(the “Board”), as follows: as of May 21, 2017, EY had the following outstanding invoice with

HTA: April 28, 2017 invoice for $10,076.00 paid on August 15, 2017. As of July 2, 2017, EY had 

the following outstanding invoice with the Puerto Rico Electric Power Authority (“PREPA”): May

15, 2017 invoice for $23,000.00 paid on December 29, 2017. In addition to the above, as of May 

3, 2017, EY had the following outstanding invoice with the Board: April 4, 2017 invoice for 

$385,000.00 paid on June 1, 2017.

11. None of the parties on the Material Interested Parties List constituted more than 2% 

of EY LLP’s gross revenues in any year that the Debtors’ Title III cases have been pending.

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 knowledge, information and belief. 

Dated: October 10, 2022

/s/ Adam Chepenik

Adam Chepenik

Ernst & Young LLP

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