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Exhibit B 

Certification of Michael H. Torkin 

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Sim

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Jonathan Sanders (No. #228785) 

SIMPSON THACHER & BARTLETT LLP 

2475 Hanover Street 

Palo Alto, CA 94304 

Telephone: (650) 251-5000 

Facsimile: (650) 252-5002 

Michael H. Torkin 

Nicholas Goldin 

Kathrine A. McLendon 

Jamie J. Fell 

SIMPSON THACHER & BARTLETT LLP 

425 Lexington Avenue 

New York, NY 10017 

Telephone: (212) 455-2000 

Facsimile: (212) 455-2502 

Counsel for the Board of Each of PG&E Corporation 

and Pacific Gas and Electric Company and for 

Certain Current and Former Independent Directors 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION, 

- and – 

PACIFIC GAS AND ELECTRIC 

COMPANY, 

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). 

Bankruptcy Case 

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

CERTIFICATION OF MICHAEL H. 

TORKIN IN SUPPORT OF SECOND 

INTERIM APPLICATION OF SIMPSON 

THACHER & BARTLETT LLP FOR 

ALLOWANCE AND PAYMENT OF 

COMPENSATION AND 

REIMBURSEMENT OF EXPENSES FOR 

THE PERIOD OF MAY 1, 2019 THROUGH 

AUGUST 31, 2019 

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I, Michael H. Torkin, hereby certify that: 

1. I am a partner with the applicant firm, Simpson Thacher & Bartlett LLP 

(“Simpson Thacher”), and involved in Simpson Thacher’s representation of (i) the Board of 

Directors (the “Board”) of each of PG&E Corporation and Pacific Gas and Electric Company 

(the “Debtors”), as the Board may be constituted from time to time, and for the members of the 

Board from time to time in their capacities as members of the Board, and (ii) certain current and 

former independent directors in their individual capacities who serve or served as independent 

directors prior to and/or as of the Petition Date (as defined below) (each an “Independent 

Director” and collectively, the “Independent Directors”) in connection with the abovereferenced chapter 11 cases (the “Chapter 11 Cases”). 

2. I am familiar with the Order Pursuant to 11 U.S.C. §§ 331 and 105(a) and 

Fed. R. Bankr. P. 2016 for Authority to Establish Procedures for Interim Compensation and 

Reimbursement of Expenses of Professionals dated February 27, 2019 [Docket No. 701] (the 

“Interim Compensation Order”), the Guidelines for Compensation and Expense 

Reimbursement of Professionals and Trustees for the Northern District of California effective 

February 19, 2014 (the “Local Guidelines”), the U.S. 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, effective November 1, 2013 (the “UST Guidelines”), and 

the Revised Fee Examiner Protocol dated October 24, 2019 [Docket No. 4473] (the “Fee 

Examiner Protocol,” and, together with the Local Guidelines, collectively, the “Fee 

Guidelines”). 

3. This Certification is made in connection with Simpson Thacher’s second 

interim fee application, dated November 15, 2019 (the “Application”)1 for allowance and 

payment of compensation and reimbursement of expenses for the period commencing May 1, 

2019 through and including August 31, 2019 (the “Compensation Period”). 

 

1

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

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4. Pursuant to the Local Guidelines, I certify that: 

a. I have read the Application 

b. To the best of my knowledge, information and belief formed after 

reasonable inquiry, except as set forth in the Application, the fees and 

disbursements sought fall within the Local Guidelines; 

c. The fees and disbursements sought are billed at rates in accordance with 

those generally charged by Simpson Thacher and generally accepted by 

Simpson Thacher’s clients. 

5. I certify that the Debtors, counsel for each of the Official Committees, and 

the U.S. Trustee are each being provided with a copy of the Application in accordance with the 

Interim Compensation Order. 

6. Exhibit C to the Application compares the blended hourly rate billed by 

attorneys and paraprofessionals in Simpson Thacher’s domestic offices to non-bankruptcy 

matters during the preceding year on a rolling 12 months year ending August 31, 2019 with 

blended hourly rate billed by attorneys and paraprofessionals to the Debtors in connection with 

the Chapter 11 Cases during the Compensation Period. Simpson Thacher does not charge a 

premium for bankruptcy related services as compared to other services. 

7. Simpson Thacher responds to the questions identified in the UST 

Guidelines as follows: 

8. Question 1: Did Simpson Thacher agree to any variations from, or 

alternatives to, Simpson Thacher's standard or customary billing rates, fees or terms for services 

pertaining to this engagement that were provided during the Compensation Period? If so, please 

explain. 

a. Answer: No. 

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9. Question 2: If the fees sought in the Application as compared to the fees 

budgeted for the time period covered by the Application are higher by 10% or more, did 

Simpson Thacher discuss the reasons for the variation with the client? 

a. Answer: The fees sought in the Application do not exceed by 10% or more 

the aggregate fees budgeted for Simpson Thacher for the Compensation 

Period. 

10. Question 3: Have any of the professionals included in the Application 

varied their hourly rate based on geographic location of the Chapter 11 Cases? 

a. Answer: No. 

11. Question 4: Does the Application include time or fees related to reviewing 

or revising time records or preparing, reviewing or revising invoices? If so, please quantify by 

hours and fees. 

a. Answer: Yes. Simpson Thacher personnel have spent approximately 73 

hours and $76,579 in time and fees related to preparing, reviewing and/or 

revising the time records or invoices for the period May 1 – August 31, 

2019. 

12. Question 5: Does the Application include time or fees for reviewing time 

records to redact any privileged or other confidential information? If so, please quantify hours 

and fees. 

a. Answer: Yes. The time and fees related to reviewing for privileged or 

confidential information is included in the amount of time and fees related 

to preparing, reviewing and/or revising the time records or invoices 

referenced in the Answer to Question 4. 

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13. Question 6. Does the Application include any rate increases since 

Simpson Thacher’s retention in this case? If so, did the client review and approve the rate 

increases in advance? Did the client agree when retaining the law firm to accept all future rate 

increases? 

a. Answer. The Application does not include any rate increases since 

Simpson Thacher’s retention. The Debtors have been advised that 

Simpson Thacher customarily increases its hourly rates in September each 

year and were again notified prior to the rate increase in September this 

year; however, such rate increases are not reflected in this Application, 

which only covers May 1 – August 31, 2019. 

Dated: November 15, 2019 

 New York, New York 

/s/ Michael H. Torkin 

Michael H. Torkin

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