Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

Exhibit A 

Proposed Order 

Case: 19-30088 Doc# 1777-1 Filed: 05/01/19 Entered: 05/01/19 13:38:45 Page 1

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Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

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WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. (pro hac vice) 

(ray.schrock@weil.com) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com)| 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Attorneys for Debtors 

and Debtors in Possession 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION,

 - and – 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Bankruptcy Case 

No. 19 -30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

[PROPOSED] ORDER PURSUANT TO 11 

U.S.C. §§ 105(a) AND 363(b) AND FED. R. 

BANKR. P. 2002 AND 6004(h) FOR AN 

ORDER (A) AUTHORIZING DEBTORS TO 

ESTABLISH AND FUND PROGRAM TO 

ASSIST WILDFIRE CLAIMANTS WITH 

ALTERNATIVE LIVING EXPENSES AND 

OTHER URGENT NEEDS AND (B) 

GRANTING RELATED RELIEF 

Debtors.

 Affects PG&E Corporation 

 Affects Pacific Gas and Electric Company 

 Affects both Debtors 

* All papers shall be filed in the Lead Case, 

No. 19-30088 (DM). 

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

Upon the Motion, dated _______, 2019 [Docket No. #] (the “Motion”),1 of PG&E 

Corporation (“PG&E Corp.”) and Pacific Gas and Electric Company (the “Utility”), as debtors and 

debtors in possession (collectively, “PG&E” or the “Debtors”) in the above-captioned chapter 11 

cases (the “Chapter 11 Cases”), pursuant to sections 105(a) and 363(b) of title 11 of the United States 

Code (the “Bankruptcy Code”) and Rules 2002 and 6004(h) of the Federal Rules of Bankruptcy 

Procedure (the “Bankruptcy Rules”), for entry of an order (a) authorizing the Debtors to establish 

and fund a program to assist those displaced by the 2017 and 2018 Wildfires with Alternative Living 

Expenses and other urgent needs and (b) granting related relief, all as more fully set forth in the 

Motion; and this Court having jurisdiction to consider the Motion and the relief requested therein 

pursuant to 28 U.S.C. §§ 157 and 1334, Order Referring Bankruptcy Cases and Proceedings to 

Bankruptcy Judges, General Order 24 (N.D. Cal.), and Rule 5011-1(a) of the Bankruptcy Local Rules 

for the United States District Court for the Northern District of California (the “Bankruptcy Local 

Rules”); and consideration of the Motion and the requested relief being a core proceeding pursuant to 

28 U.S.C. § 157(b); and venue being proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409; 

and the Court having found and determined that notice of the Motion as provided to the parties listed 

therein is reasonable and sufficient under the circumstances, and it appearing that no other or further 

notice need be provided; and this Court having reviewed the Motion and the Wells Declaration (as 

amended on February 2, 2019 [Docket No. 263]); and this Court having held a hearing on the Motion; 

and this Court having determined that the legal and factual bases set forth in the Motion establish just 

cause for the relief granted herein; and it appearing that the relief requested in the Motion is in the best 

interests of the Debtors, their estates, creditors, shareholders, and all parties in interest; and upon all 

of the proceedings had before this Court and after due deliberation and sufficient cause appearing 

therefor, 

IT IS HEREBY ORDERED THAT: 

1. The Motion is granted as provided herein. 

 

1

 Capitalized terms used but not otherwise herein defined shall have the meanings ascribed to such 

terms in the Motion. 

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

2. The Debtors are authorized, pursuant to sections 105(a) and 363(b) of the 

Bankruptcy Code, to establish the Wildfire Assistance Program as provided herein and in the Motion. 

3. The Debtors are further authorized, pursuant to sections 105(a) and 363(b) of 

the Bankruptcy Code, to deposit $105 million into a segregated account (the “Wildfire Assistance 

Fund”) to be controlled by an independent third-party administrator (the “Administrator”) who shall 

be responsible for disbursing and administering the Wildfire Assistance Fund in accordance with the 

Program Terms (as defined below). The Debtors shall have no obligation to deposit any additional 

funds into the Wildfire Assistance Fund. 

4. The Debtors shall consult with the Committees regarding the appointment of an 

Administrator. If the Debtors and the Committees agree upon a suitable person to serve as 

Administrator, the Debtors shall file a notice with the Court disclosing the identity and qualifications 

of such person. If the Debtors and the Committees cannot agree upon a suitable person to serve as 

Administrator, the Debtors shall file a motion with the Court seeking authority to appoint an 

Administrator. 

5. The Administrator shall be responsible for developing the specific eligibility 

requirements and application procedures for the distribution of the Wildfire Assistance Fund to eligible 

Wildfire Claimants (the “Program Terms”) consistent with the following principles and guidelines: 

(1) Eligibility Criteria 

a) The Administrator shall determine the eligibility criteria for 

participation in and receipt of funds from the Wildfire Assistance 

Program, including the types of expenses Wildfire Claimants can obtain 

financial assistance for and the amount of assistance to be provided to 

each eligible Wildfire Claimant (the “Eligibility Criteria”). 

b) In developing the Eligibility Criteria, the Administrator shall ensure that 

the Wildfire Assistance Fund is distributed in a fair and equitable 

manner, and assistance is prioritized to those eligible Wildfire 

Claimants who are most in need, including those who are currently 

without adequate shelter (e.g., living in tents). The Administrator shall 

consult with the Federal Emergency Management Agency (“FEMA”) 

as to the Eligibility Criteria to ensure eligible Wildfire Claimants do not 

receive funds from both FEMA and the Wildfire Assistance Program 

for the same expenses. 

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

(2) The Administrator’s Authority and Obligations 

a) The Administrator shall be authorized to engage (i) a claims 

management firm, (ii) a legal advisor, (iii) an accounting firm, and (iv) 

in consultation with the Debtors and with the consent of the Committees 

or by further Court order, any other professional the Administrator 

deems necessary or appropriate to assist in administering the Wildfire 

Assistance Program in accordance with these principles and guidelines 

(collectively, the “Program Professionals”). The Administrator may 

also partner with local housing agencies and community organizations 

with relevant experience and expertise (the “Local Organizations”) to 

assist with the administration of the Wildfire Assistance Program. The 

costs of administering the Wildfire Assistance Program, including the 

Administrator’s fees, the fees of the Program Professionals and costs 

associated with partnering with Local Organizations (collectively, the 

“Fund Expenses”) shall be paid from the Wildfire Assistance Fund. 

The Fund Expenses shall not exceed $5 million in total. 

b) The Administrator shall prepare and, within 30 days after the end of a 

quarterly period (or such longer period as may be agreed to by the 

Administrator and the Committees or as authorized by Court order), file 

quarterly reports with the Court and serve such reports on counsel to the 

Debtors and the Committees. These reports shall include (i) the number 

of applications submitted to and processed by the Wildfire Assistance 

Program during the preceding quarter, and (ii) an account of the receipts 

and disbursements from the Wildfire Assistance Fund during the 

preceding quarter. 

c) The Administrator shall keep adequate administrative and financial 

records of the Wildfire Assistance Program, including a record of to 

whom disbursements from the Wildfire Assistance Fund are made and 

in what amounts. The Debtors and the Committees may inspect all the 

Wildfire Assistance Program’s records upon request. 

6. Nothing in this Order or the Motion is intended to be or shall be construed as 

(a) an admission as to the validity of any claim against the Debtors, (b) a waiver of the Debtors’ or 

any appropriate party in interest’s rights to dispute any claim, or (c) an approval or assumption of any 

agreement, contract, program, policy, or lease under section 365 of the Bankruptcy Code. Likewise 

any payment made pursuant to this Order is not intended to be and shall not be construed as an 

admission to the validity of any claim or a waiver of the Debtors’ rights to dispute such claim 

subsequently. 

7. Nothing in this Order or the Motion constitutes or shall be deemed to constitute 

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

an acknowledgement or admission by the Debtors of any liability or responsibility for any of the 2017 

and 2018 Wildfires or for any claims related thereto. 

8. Notwithstanding entry of this Order, nothing herein shall create, nor is intended 

to create, any rights in favor of or enhance the status of any claim held by any party. 

9. Notwithstanding the provisions of Bankruptcy Rule 6004(h), this Order shall 

be immediately effective and enforceable upon its entry. 

10. The Debtors and the Administrator are authorized to take all steps necessary or 

appropriate to carry out this Order and effectuate the relief granted herein. 

11. This Court shall retain jurisdiction to hear and determine all matters arising 

from or related to the implementation, interpretation, or enforcement of this Order. 

** END OF ORDER ** 

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