EXHIBIT A 

Proposed Order 

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UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF PUERTO RICO 

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 : 

In re: : 

 : 

THE FINANCIAL OVERSIGHT AND : PROMESA 

MANAGEMENT BOARD FOR PUERTO RICO, : Title III 

 : 

 as representative of : Case No. 17-BK-3283 (LTS) 

 : 

THE COMMONWEALTH OF PUERTO RICO, et al., : (Jointly Administered) 

 : 

Debtors.1

 : 

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ORDER AUTHORIZING EMPLOYMENT AND RETENTION OF KROMA 

ADVERTISING, INC. AS COMMUNICATIONS ADVISOR TO OFFICIAL 

COMMITTEE OF UNSECURED CREDITORS, PURSUANT TO BANKRUPTCY 

CODE SECTION 1103(a) AND LOCAL BANKRUPTCY RULE 2014-1, 

EFFECTIVE AS OF FEBRUARY 1, 2018 

Upon the application (the “Application”)2 of the Official Committee of Unsecured 

Creditors of the Commonwealth of Puerto Rico (the “Committee”) appointed in the abovecaptioned cases for entry of an order (the “Order”), pursuant to sections 1103 of the Bankruptcy 

Code and Local Rule 2014-1 authorizing the retention and employment of Kroma Advertising, 

Inc. (“Kroma”), effective as of February 1, 2018, as the Committee’s communications advisor; 

and upon the Medina Declaration annexed to the Application in support thereof; the court hereby 

FINDS AND DETERMINES that (i) the court has jurisdiction to consider the Application and 

 

1

 The Debtors in these 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 the (i) Commonwealth of Puerto Rico (Bankruptcy Case No. 17-BK3283 (LTS)) (Last Four Digits of Federal Tax ID: 3481), (ii) 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), (iii) Puerto Rico Highways and Transportation Authority (“HTA”) (Bankruptcy Case 

No. 17-BK-3567 (LTS)) (Last Four Digits of Federal Tax ID: 3808), (iv) Puerto Rico Sales Tax Financing 

Corporation (“COFINA”) (Bankruptcy Case No. 17-BK-3284 (LTS)) (Last Four Digits of Federal Tax ID: 

8474); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17-BK-4780) (Last 

Four Digits of Federal Tax ID: 3747). 

2

 Capitalized terms not defined herein shall have the meanings ascribed to them in the Application. 

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the relief requested therein pursuant to section 306(a) of PROMESA; (ii) venue of the Title III 

Cases and the Application in this district is proper pursuant to section 307(a) of PROMESA; (iii) 

the Committee provided due and proper notice of the Application and no other or further notice 

need be provided; (iv) it appearing that Kroma is “disinterested” and eligible for retention 

pursuant to sections 101(14) of the Bankruptcy Code, (v) the terms of the engagement pursuant 

to the Engagement Letter and as modified herein, are reasonable and appropriate; and (vi) this 

court having determined that the relief requested in the Application is necessary and in the best 

interests of the Committee and its members; and after due deliberation, and sufficient cause 

appearing therefor, it is hereby ORDERED THAT: 

1. The Application is APPROVED. 

2. In accordance with section 1103 of the Bankruptcy Code, made applicable to the 

Title III Cases pursuant to section 301(a) of PROMESA, the Committee is authorized to employ 

and retain Kroma as its communications advisor under the terms and for the purposes set forth 

and as requested in the Application, the Medina Declaration, and the Engagement Letter as 

modified herein. 

3. Kroma is authorized to perform the services enumerated in the Application and 

the Medina Declaration. The terms of the Engagement Letter are approved, and Kroma shall be 

entitled to be compensated and reimbursed for the services identified in the Engagement Letter 

and Application, pursuant to PROMESA sections 316 and 317, the applicable Bankruptcy Rules, 

the Local Rules of this court, and such orders as the court may direct. 

4. Kroma’s fees for services will be based on a flat rate $30,000 per month, plus 

reasonable and necessary expenses, as set forth in the Application, Medina Declaration and 

Engagement Letter. Kroma shall	be	compensated	in	accordance	with,	and	will	file	interim	

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and	final	fee	applications	for	allowance	of	its	compensation	and	expenses	in	accordance	

with,	the	Interim	Compensation	Order. Pursuant to Bankruptcy Code section 503(b)(1), made 

applicable by PROMESA section 301(a), the fees and expenses of Kroma under this Order shall 

be an administrative expense of the Debtors. 

5. The title III Debtors (other than COFINA) shall be responsible for such 

compensation and reimbursement of expenses in accordance with the procedures outlined in the 

Interim Compensation Order. Neither the Committee nor any of its members, agents, attorneys 

or advisors are or shall be responsible for the payment of Kroma’s fees and costs arising out of 

the engagement pursuant to this Order and the Engagement Letter, regardless of whether or not 

Kroma is paid in full by the Debtors. 

6. The Committee and Kroma are authorized and empowered to take all necessary 

actions to implement the relief granted in this Order. 

7. This court shall retain jurisdiction with respect to all matters arising from or 

related to this Order or Kroma’s services for the Committee. 

8. To the extent there is an inconsistency between this Order, the Engagement Letter 

and the Application, the terms of this Order shall govern. 

9. The terms and conditions of this Order shall be immediately effective and 

enforceable upon its entry. 

Dated: ____________, 2018 

____________________________________ 

HONORABLE LAURA T. SWAIN 

UNITED STATES DISTRICT JUDGE

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