Proposed Order

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UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

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In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of 

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.1

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PROMESA

Title III

No. 17 BK 3283-LTS

(Jointly Administered)

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of 

THE EMPLOYEES RETIREMENT SYSTEM OF 

THE GOVERNMENT OF PUERTO RICO,

Debtor.

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PROMESA

Title III

Case No. 17 BK 3566-LTS

ORDER APPROVING THIRD

INTERIM FEE APPLICATION OF PROSKAUER ROSE LLP FOR 

COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF 

EXPENSES INCURRED AS ATTORNEYS FOR THE FINANCIAL OVERSIGHT 

AND MANAGEMENT BOARD FOR PUERTO RICO, AS REPRESENTATIVE OF THE

DEBTOR, THE EMPLOYEES RETIREMENT SYSTEM OF THE GOVERNMENT OF 

PUERTO RICO, FOR THE PERIOD FEBRUARY 1, 2018 THROUGH MAY 31, 2018

Upon the application (the “Application”) 2 of Proskauer Rose LLP (“Proskauer”) as 

attorneys for the Financial Oversight and Management Board for Puerto Rico (the “Oversight 

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

LTS) (Last Four Digits of Federal Tax ID: 3747). (Title III case numbers are listed as Bankruptcy Case numbers 

due to software limitations.)

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Board”) acting as representative of the Employees Retirement System of the Government of 

Puerto Rico (the “Debtor”) under section 315(b) of the Puerto Rico Oversight, Management, and 

Economic Stability Act (“PROMESA”),3 seeking, pursuant to (a) PROMESA sections 316 and 

317, (b) Rule 2016 of the Federal Rules of Bankruptcy Procedure, (c) Local Rule 2016-1, (d) the 

United States Trustee Guidelines for Reviewing Applications for Compensation and 

Reimbursement of Expenses Filed under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 

Cases issued by the Executive Office for the United States Trustee, 28 CFR Part 58, Appendix 

B, and (e) this Court’s Second Amended Order Setting Procedures for Interim Compensation and 

Reimbursement of Expenses of Professionals [ECF No. 3269], an allowance of interim 

compensation for professional services rendered by Proskauer for the period commencing 

February 1, 2018 through and including May 31, 2018 in the amount of $445,503.70, 

$442,391.80 of which represents fees earned outside of Puerto Rico and $3,111.90 of which 

represents fees earned in Puerto Rico, and for reimbursement of its actual and necessary 

expenses in the amount of $16,638.88 incurred during the Compensation Period; and, this Court 

having determined that the legal and factual bases set forth in the Application establish just cause 

for the relief granted herein; and after due deliberation and sufficient cause appearing therefore, 

it is hereby ORDERED that:

1. The Application is APPROVED as set forth herein.

2. Compensation to Proskauer for professional services rendered during the 

Compensation Period is allowed on an interim basis in the amount of $445,503.70, $442,391.80

 2 Capitalized terms not defined in this order will have the meanings ascribed to them in the Application.

3 PROMESA has been codified in 48 U.S.C. §§ 2101-2241.

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of which represents fees earned outside of Puerto Rico and $3,111.90 of which represents fees 

earned in Puerto Rico,

3. Reimbursement to Proskauer for expenses incurred during the Compensation 

Period is allowed on an interim basis in the amount of $16,638.88.

4. The Debtor is authorized to pay Proskauer all fees and expenses allowed pursuant 

to this order, including those that were previously held back pursuant to the Interim 

Compensation Order, less any amounts previously paid for such fees and expenses under the 

terms of the Interim Compensation Order.

5. The Debtor is authorized to take all actions necessary to effectuate the relief 

granted pursuant to this order in accordance with the Application.

Dated: , 2018

San Juan, Puerto Rico Honorable Laura Taylor Swain 

United States District Judge

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