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) 

This filing relates to the 

Commonwealth and ERS. 

NOTICE OF CORRESPONDENCE REGARDING THE FOUR HUNDRED SEVENTYFIFTH OMNIBUS OBJECTION (NON-SUBSTANTIVE) OF THE COMMONWEALTH 

OF PUERTO RICO AND THE EMPLOYEES RETIREMENT SYSTEM OF THE 

GOVERNMENT OF THE COMMONWEALTH OF PUERTO RICO TO CLAIMS 

ASSERTING LIABILITIES OWED BY ENTITIES THAT ARE NOT 

TITLE III DEBTORS 

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

1. On July 1, 2022, the Commonwealth of Puerto Rico (the “Commonwealth”) and 

the Employees Retirement System of the Government of the Commonwealth of Puerto Rico 

(“ERS,” and together with the Commonwealth, the “Debtors”), by and through the Financial 

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 (the “Commonwealth”) (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”, and together with 

the Commonwealth, COFINA, HTA, ERS, and PREPA, the “Debtors”) (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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Oversight and Management Board for Puerto Rico (the “Oversight Board”), as the sole Title III 

representative of the Debtors pursuant to Section 315(b) of the Puerto Rico Oversight, 

Management, and Economic Stability Act (“PROMESA”),2 filed the Four Hundred Seventy-Fifth 

Omnibus Objection (Non-Substantive) of the Commonwealth of Puerto Rico and the Employees 

Retirement System of the Government of the Commonwealth of Puerto Rico to Claims Asserting 

Liabilities Owed by Entities that Are not Title III Debtors [ECF No. 21426] (the “Four Hundred 

Seventy-Fifth Omnibus Objection”). 

2. The Four Hundred Seventy-Fifth Omnibus Objection seeks to disallow, in 

accordance with the Amended Omnibus Objection Procedures, claims that seek recovery for 

asserted liabilities owed by entities that are not Title III Debtors (collectively, the “Claims to Be 

Disallowed”). 

3. Any party who disputed the Four Hundred Seventy-Fifth Omnibus Objection was 

required to file a response by 4:00 p.m. (Atlantic Standard Time) on August 1, 2022 in accordance 

with the Court-approved notice attached to the Four Hundred Seventy-Fifth Omnibus Objection 

as Exhibit C, which was served in English and Spanish on the individual creditors subject to the 

Four Hundred Seventy-Fifth Omnibus Objection, the U.S. Trustee, and the Master Service List (as 

defined in the Sixteenth Amended Notice, Case Management and Administrative Procedures [ECF 

No. 20190-1]). See Certificate of Service [ECF No. 21525]. 

4. On August 9, 2022, the Debtors received correspondence (the “Arocho Rivera 

Response”) from Heriberto Arocho Rivera (“Arocho Rivera”) in connection with the Four 

Hundred Seventy-Fifth Omnibus Objection. A true and correct copy of the Arocho Rivera 

2

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

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Response and its corresponding certified translation are attached hereto as Exhibit “A” and Exhibit 

“A-1,” respectively. 

5. Arocho Rivera filed a proof of claim against the Commonwealth on July 30, 2019, 

which was logged by Kroll Restructuring Administration LLC as Proof of Claim No. 169996 (the 

“Arocho Rivera Claim”). The Arocho Rivera Claim purports to assert liabilities in an unknown 

amount associated with allegedly accrued, but unpaid, wages purportedly owed by the Puerto Rico 

Sugar Corporation (the “Sugar Corporation”). 

6. The Arocho Rivera Response attaches various documents establishing Arocho 

Rivera’s employment with the Sugar Corporation and reiterates his claim for allegedly accrued, 

but unpaid, wages purportedly owed by the Sugar Corporation. Arocho Rivera Response at 1. In 

addition, Arocho Rivera asserts that “[t]he Fiscal Oversight Board and its lawyers have been 

claiming that the sugar plants are not part of Title III. I consider that this one is because it was 

subsidized by the Puerto Rico Land Authority and the Government of the Commonwealth. The 

Government of the Commonwealth allocated the funding to operate those sugar plants and for 

payroll expenses.” Id. 

7. As set forth in the Four Hundred Seventy-Fifth Omnibus Objection, the Sugar 

Corporation is a former government entity which has since been dissolved and is no longer in 

existence. During its existence, the Sugar Corporation was a subsidiary of the Puerto Rico Land 

Authority, and “ha[d] a legal personality separate and distinct from that of the Commonwealth of 

Puerto Rico . . . .” Sugar Corp. of Puerto Rico v. Environeering, Inc., 520 F. Supp. 996, 999 

(D.P.R. 1981) (citing 28 L.P.R.A. § 242(c); Sugar Corporation Certificate of Incorporation, Article 

1(b)). Upon its dissolution, the operations and liabilities of the Puerto Rico Sugar Corporation 

were transferred to the Puerto Rico Land Authority. 5 L.P.R.A. § 430(b), 430d (“the [Puerto Rico 

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Land] Authority shall retain the liabilities . . .”). The Puerto Rico Land Authority is “a public 

corporation or an autonomous governmental instrumentality of the Commonwealth of Puerto 

Rico” created pursuant to Law No. 26 of April 12, 1941. 28 L.P.R.A. § 242(a). The Puerto Rico 

Land Authority has “legal existence and legal personality separate and apart from those of the 

Commonwealth of Puerto Rico, and, consequently, the debts, obligations, contracts, . . . accounts, 

. . . and property of the [Puerto Rico Land] Authority and of its subsidiaries . . . shall be understood 

as being of the said corporations and not of either the Commonwealth of Puerto Rico or any of the 

offices, bureaus, departments, commissions, dependencies, municipalities, branches, agents, 

officers, or employees thereof.” 28 L.P.R.A. § 242(c). Accordingly, the Puerto Rico Land 

Authority also has “all the rights and powers necessary or advisable for carrying out the aforesaid 

purposes, including . . . [the right] to sue and be sued.” 28 L.P.R.A. § 261. 

8. The Arocho Rivera Response does not address the fact that the Sugar Corporation 

and the Puerto Rico Land Authority are not Title III entities, but rather, separate and independent 

government entities, one of which has since been dissolved. Additionally, the Arocho Rivera 

Response did not—and cannot—articulate a basis to hold the Commonwealth liable for unpaid 

wages purportedly owed by either the Puerto Rico Sugar Corporation or the Puerto Rico Land 

Authority, both of which are separate, independent public corporations. The fact that the 

Commonwealth may have provided funding to the Sugar Corporation does not alter the fact that 

the two entities are legally separate and independent entities. Thus, the Arocho Rivera Claim 

should be disallowed. 

9. For the foregoing reasons, the Debtors respectfully request that the Court grant the 

Four Hundred Seventy-Fifth Omnibus Objection, notwithstanding the Arocho Rivera Response. 

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Dated: April 11, 2023 

San Juan, Puerto Rico 

Respectfully submitted, 

/s/ Luis F. del Valle-Emmanuelli 

Luis F. del Valle-Emmanuelli

USDC-PR No. 209514

P.O. Box 79897 

Carolina, Puerto Rico 00984-9897 

Tel. 787.647.3503 

Fax. N/A 

dvelawoffices@gmail.com 

Of Counsel for A&S Legal Studio, PSC

434 Ave. Hostos

San Juan, PR 00918

Tel: (787) 751-6764/763-0565

Fax: (787) 763-8260

/s/ Brian S. Rosen

Martin J. Bienenstock (pro hac vice) 

Brian S. Rosen (pro hac vice) 

PROSKAUER ROSE LLP 

Eleven Times Square 

New York, NY 10036 

Tel: (212) 969-3000 

Fax: (212) 969-2900 

Attorneys for the Financial 

Oversight and Management Board for 

Puerto Rico, as representative of the 

Commonwealth of Puerto Rico and the 

Employees Retirement System of the 

Government of the Commonwealth of 

Puerto Rico

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