郭文贵破产案 · ORDER · ECF #1194

元数据

当事人: 郭文贵 (Guo Wengui / Miles Guo / Ho Wan Kwok)
法院: CTB
案号: 22-50073
ECF #: 1194
类型: ORDER
立案日: 2022-12-03

原始法庭文件为英文，下方为英文全文。

全文

UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION In Re \* Case No. 22-50073 (JAM) \* HO WAN KWOK and GENEVER \* HOLDINGS CORPORATION, \* \* Debtor. \* GENEVER HOLDINGS, LLC, \* Case No. 22-50592 (JAM) \* Debtor. \* Bridgeport, Connecticut \* November 16, 2022 \* \* \* \* \* \* \* \* \* \* \* \* \* \* \* \* TRANSCRIPT OF MOTION FOR JOINT ADMINISTRATION WITH 22-50073; MOTION FOR ORDER (I) SETTING BAR DATES FOR FILING PROOFS OF CLAIM; (ii) APPROVING FORM OF NOTICE OF BAR DATES and (iii) GRANTING RELATED RELIEF; MOTION OF CHAPTER 11 TRUSTEE FOR ENTRY OF ORDER HOLDING DEBTOR IN CIVIL CONTEMPT FOR FAILURE TO COMPLY WITH CORPORATE GOVERNANCE RIGHTS; APPLICATION TO EMPLOY NEUBERT, PEPE & MONTEITH and MOTION FOR JOINT ADMINISTRATION WITH 22-50592 BEFORE THE HONORABLE JULIE A. MANNING UNITED STATES BANKRUPTCY JUDGE APPEARANCES: For the Debtor: ERIC A. HENZY, ESQ. Zeisler & Zeisler, P.C. 10 Middle Street, 15th Floor Bridgeport, CT 06604 For the Creditor, Pacific ANNECCA SMITH, ESQ. Alliance Asia Opportunity Robinson & Cole Fund L.P.: 28 Trumbull Street Hartford, CT 06103 STUART SARNOFF, ESQ. O'Melveny & Myers LLP Times Square Tower 7 Times Square New York, NY 10036 Proceedings recorded by electronic sound recording, transcript produced by transcription service. **Fiore Reporting and Transcription Service, Inc. 4 Research Drive, Suite 402 Shelton, Connecticut 06484 (203)929-9992**

APPEARANCES: (Cont'd.) For the Chapter 11 PATRICK R. LINSEY, ESQ. Trustee and Genever, DOUGLAS SKALKA, ESQ. BVI and Genever U.S.: Neubert Pepe & Monteith, PC 195 Church Street New Haven, CT 06510 For the Chapter 11 Trustee: NICHOLAS A. BASSETT, ESQ. DOUGLAS BARRON, ESQ. WILL CLARK FARMER, ESQ. G. ALEXANDER BONGARTZ, ESQ. Paul Hastings LLP 200 Park Avenue New York, NY 10166 Chapter 11 Trustee: LUC A. DESPINS, ESQ. Paul Hastings LLP 200 Park Avenue New York, NY 10166 For the U.S. Trustee: HOLLEY L. CLAIBORN, ESQ. Office of the United States Trustee The Giaimo Federal Building 150 Court Street, Room 302 New Haven, CT 06510 For the Creditors Committee: JONATHAN KAPLAN, ESQ. Pullman & Comley 850 Main Street Bridgeport, CT 06601 For Logan Cheng, Creditor: JAY MARSHALL WOLMAN, ESQ. Randazza Legal Group, PLLC 100 Pearl Street Hartford, CT 06103 For Melanie Siganowsky: MICHAEL PANTZER, ESQ. Otterbourg, P.C. 230 Park Avenue New York, NY 10169

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 3 (Proceedings commenced at 1:04 p.m.) THE COURTROOM DEPUTY: Case no. 22-50592, Genever Holdings LLC and case no. 22-50073, Ho Wan Kwok and Genever Holdings Corporation. THE COURT: Good afternoon. If we could have appearances for the record, starting with the Chapter 11 Trustee, please? MR. DESPINS: Good afternoon, Your Honor. Luc Despins, Chapter 11 Trustee. THE COURT: Good afternoon. MR. BASSETT: Good afternoon, Your Honor. Nick Bassett from Paul Hastings on behalf of the Chapter 11 Trustee. THE COURT: Good afternoon. MR. SARNOFF: Good afternoon, Your Honor. Stuart Sarnoff, O'Melveny & Myers, on behalf of creditor, Pacific Alliance, or PAX. MR. LINSEY: Your Honor, I just -- quickly, Your Honor. Patrick Linsey for the Chapter 11 Trustee. Also with me is Doug Skalka, and we're also appearing on behalf of Genever BVI and Genever U.S. THE COURT: Good afternoon. MS. SMITH: Good afternoon, Your Honor. Annecca Smith of Robinson and Cole, also here on behalf of creditor, Pacific Alliance.

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 4 | |----|-----------------------------------------------------------------| | 1 | THE COURT: Good afternoon. Attorney Claiborn? | | 2 | MS. CLAIBORN: Good afternoon, Your Honor. Holley | | 3 | Claiborn for the U.S. Trustee. | | 4 | THE COURT: Good afternoon. | | 5 | MR. KAPLAN: Jonathan Kaplan on behalf of the | | 6 | Committee of Unsecured Creditors. | | 7 | THE COURT: Good afternoon. | | 8 | MR. WOLMAN: Good afternoon, Your Honor. Jay | | 9 | Wolman for creditor, Logan Cheng. | | 10 | THE COURT: Good afternoon. Go ahead, Attorney | | 11 | Henzy. I'm sorry. I think I cut you off when you were | | 12 | about to speak. | | 13 | MR. HENZY: I was just going to say, Your Honor, | | 14 | Eric Henzy, of Zeisler & Zeisler, for the debtor, Ho Wan | | 15 | Kwok. | | 16 | THE COURT: Good afternoon. | | 17 | MR. HENZY: Good afternoon, Your Honor. | | 18 | THE INTERPRETER: Good afternoon, Your Honor. I'm | | 19 | the Mandarin interpreter. | | 20 | THE COURT: Oh, good afternoon. Could you just | | 21 | state your name for the record, please? | | 22 | THE INTERPRETER: Yes. My name is Shi Seng. | | 23 | THE COURT: Could you spell that for the record as | | 24 | well, please? | | 25 | THE INTERPRETER: Of course. First name S-H-I. | | | |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 5 Last name S-E-N-G. THE COURT: Thank you. And I see other people that are on the line that have not noticed -- have not stated their appearance. Mr. Barron. MR. BARRON: Your Honor, thank you. My name is Douglas Barron and I'm with Paul Hastings representing the Chapter 11 Trustee. Thank you so much. THE COURT: Good afternoon. Mr. Pantzer? MR. PANTZER: Good afternoon, Your Honor. Michael Pantzer with the law firm of Otterbourg P.C. I'm appearing on behalf of Melanie Siganowsky as the sales officer of Genever USA. I apologize that Ms. Siganowsky had a conflict this afternoon and is not able to attend. I'm here if you just have any questions for her, or if you'd like her to appear at future hearings. THE COURT: Okay. Thank you. And I think you just need to -- Mr. Pantzer, do you -- are you admitted in the District of Connecticut so that you can file a notice of appearance? MR. PANTZER: No, I'm not. Otterbourg is not retained by the estate. Melanie was appointed sales officer pursuant to a settlement agreement. Otterbourg has been assisting her with the sales process, but I am not admitted in Connecticut. THE COURT: Okay. Well, then I'm just going to

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 6 | |----|-----------------------------------------------------------------| | 1 | let you listen today, then, I think. Okay? | | 2 | MR. PANTZER: Yes. | | 3 | THE COURT: And I don't think I will have any | | 4 | questions of you today. Thank you. | | 5 | MR. PANTZER: Thank you, Your Honor. | | 6 | THE INTERPRETER: Your Honor, this is the | | 7 | interpreter speaking. May I ask how you wish us to proceed? | | 8 | For Zoom, I can only do this consecutively. | | 9 | THE COURT: Well, I'm not sure how we're | | 10 | proceeding yet, so I will ask you to hold that thought until | | 11 | we see what's happening with the Chapter 11 Trustee on how | | 12 | he proposes to proceed. Okay? I don't -- | | 13 | THE INTERPRETER: Okay. That's okay. | | 14 | THE COURT: -- I don't -- thank you very much. | | 15 | THE INTERPRETER: Well, let me know, so I will | | 16 | stand by and remain silent. | | 17 | THE COURT: Thank you so much. | | 18 | MR. DESPINS: Actually I -- just to save money and | | 19 | time, I -- with me -- prior arrangements that have been | | 20 | made, but Mr. Bassett, I'm sorry to put you on the spot, but | | 21 | do we need the Mandarin interpreter at this time? | | 22 | MR. BASSETT: I don't think we are going to need | | 23 | the Mandarin interpreter today. Mr. Despins will -- and Mr. | | 24 | Henzy, I imagine, will explain to Your Honor why in a few | | 25 | moments, but I -- we originally had the Mandarin interpreter | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 7 | |----|-----------------------------------------------------------------| | 1 | lined up for today to interpret witness testimony. | | 2 | That is no longer anticipated to happen today, but | | 3 | this is all late breaking developments, so we weren't able | | 4 | to relay all that information to the interpreter prior to | | 5 | her appearing at the hearing this afternoon. So I do think, | | 6 | unless somebody disagrees with me, I think she could be | | 7 | excused. | | 8 | MR. HENZY: Your Honor, I apologize, Your Honor. | | 9 | THE COURT: No, you go ahead, Attorney Henzy. | | 10 | MR. HENZY: I agree with Mr. Bassett, Your Honor. | | 11 | THE COURT: Okay. Thank you. Now, what about or | | 12 | tomorrow's purposes? | | 13 | Now, again, I know that Trustee Despins, and | | 14 | Attorney Bassett, Attorney Henzy, you're going to explain | | 15 | some things to me, I assume, in connection with a pleading | | 16 | that was filed last night at 10:45 or something about that | | 17 | time. But I want to make sure, are we anticipating that we | | 18 | would need the mandarin interpreter for tomorrow, because I | | 19 | would like her to know for sure whether she needs to be | | 20 | available tomorrow. | | 21 | MR. DESPINS: Your Honor, Luc Despins, Trsutee. | | 22 | It would be presumptuous of me to address that or -- because | | 23 | it really depends on how things go today, so -- | | 24 | THE COURT: Okay. | | 25 | MR. DESPINS: -- I don't think so, but I can't -- | | | |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 8 we don't -- we don't know, because that assumes that Your Honor would do certain things that you probably don't know anything about at this point, so -- THE COURT: Okay. I think that's fair. Then -- I'm sorry, Attorney Henzy. Go ahead. MR. HENZY: And, Your Honor for the record, believe it or not, I agree with Mr. Despins on what he just said. THE COURT: Okay. Well, thank you. I appreciate that. So then, I would just ask the Mandarin interpreter, you can be excused for this afternoon. You might need to be available tomorrow, and maybe your cat will join you. But in any event -- THE INTERPRETER: So sorry. I'm so sorry. THE COURT: No, that's okay. We're all working remotely today, so those things happen. THE INTERPRETER: Your Honor, I am so sorry, but I will make myself available tomorrow (indiscernible) just in case. If you don't need me tomorrow, you can just message me again like today. Okay? THE COURT: Okay. Great. THE INTERPRETER: Thank you. THE COURT: If there's some decision made before tomorrow morning at 10:00, Mr. Bassett or someone will reach out to you to let you know. Okay?

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 9 THE INTERPRETER: Thank you. Have a good day. Thank you. THE COURT: All right. You too. Thank you. THE INTERPRETER: Goodbye. THE COURT: All right. Now, I think the only other people whose appearances we haven't noted are Mr. Farmer. MR. FARMER: Yes, Your Honor. I'm just listening today. Paul Hastings LLP on behalf of the trustee. THE COURT: Okay. Thank you. And, Mr. Bongartz, is that the same for you? MR. BONGARTZ: Yes. I will be presenting a few exhibits in connection with the bar date motions as well as with respect to the status conference. So I will request at the appropriate time to be able to share my screen. THE COURT: Okay. MR. BONGARTZ: But just for the record, Alex Bongartz, of Paul Hastings, on behalf of the Chapter 11 Trustee. Thank you. THE COURT: Okay. Thank you. I appreciate that. I just wanted to make sure that our record is clear and accurate for everyone that's participating in the hearing today, so thank you. All right. As we all know, there are many matters on the calendar today. I don't know, Trustee Despins, if

| Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 10 | |------------------------------------------------------------------| | you'd like to take up the joint administration motion first, | | or if you want to talk about the order that was submitted | | last night. | | I saw the proposed agenda, but with everything | | that's gone on, I don't know if anything's changed. But | | I'll let you proceed in the manner in which you think is | | appropriate. | | MR. DESPINS: Yes, Your Honor. And as a matter of | | fact, things moved quite -- in different ways that we didn't | | anticipate. So I need to address one very important issue | | at the outset, and I ask that Mr. Barron be allowed to share | | the screen. I don't know who controls that. | | THE COURT: We can give control to Mr. Barron. | | MR. DESPINS: Yeah. | | THE COURT: So if Mr. Barron is just patient for a | | moment, he will then have control and he can share his | | screen. | | MR. BARRON: Thank you, Your Honor. | | MR. DESPINS: So I'll start because -- while this | | is going on in the background. | | But, Your Honor, as you know, we filed a contempt | | motion and took the deposition of the debtor on Friday. And | | immediately after that, the debtor began posting false, | | disparaging and inflammatory comments on social media about | | individual lawyers of Paul Hastings and Paul Hastings, and | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 11 | |----|------------------------------------------------------------------| | 1 | Pacific and at the deposition we took, accusing of us being | | 2 | linked to the Communist Party, and I want to show that clip, | | 3 | Your Honor, because that's just the beginning. | | 4 | If you'll just indulge me, this will take no | | 5 | longer than seven or eight minutes, not that the | | 6 | (indiscernible) important to listen to this, -- well, to see | | 7 | what's said in translation at the bottom of the screen. | | 8 | Go ahead, Mr. Barron. | | 9 | MR. BARRON: Thank you. | | 10 | (Thereupon, the audio recording was played for the | | 11 | record) | | 12 | MR. HENZY: Your Honor, can I -- can I interrupt? | | 13 | Can I interrupt for a moment, Your Honor? | | 14 | THE COURT: Hold on just a second. So, can we | | 15 | stop this for one second? Attorney Henzy, go ahead. | | 16 | MR. HENZY: I'm not sure, Your Honor, what the | | 17 | purpose of this is. There's nothing before the Court. This | | 18 | is being -- I don't disbelieve, Mr. Despins, that there were | | 19 | postings. Obviously, we can all see this. But I don't -- | | 20 | there's nothing before the Court on this. | | 21 | If Mr. Despins wants to bring a motion to, I'm not | | 22 | sure what, sanction Mr. Kwok for making public statements or | | 23 | anything else, he can do that, but I don't think this is -- | | 24 | as far as I know, this is not relevant to any matter that's | | 25 | before the Court today. | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 12 | |----|------------------------------------------------------------------| | 1 | MR. DESPINS: And let me address that, Your Honor. | | 2 | This was just a lead in. The follow up to that, that comes | | 3 | right after that, is that there was a call for his followers | | 4 | to protest at our individual houses, listing my house | | 5 | address, my personal address, my ex-wife's personal address, | | 6 | the personal address of the CEO or Chairman of PAX, with the | | 7 | clear intention of intimidating a court officer. | | 8 | And that's why I think this is really serious and | | 9 | I believe the Court should give us latitude so you have the | | 10 | full picture of what happened here. So we would like to | | 11 | continue with the presentation, Your Honor. | | 12 | MR. HENZY: Your Honor, I don't disbelieve | | 13 | anything that Mr. Despins says, and to the extent this | | 14 | happened, I do not defend it. | | 15 | But again, I'll just say, I understand Mr. | | 16 | Despins's concern, but I still say that there is nothing | | 17 | before the Court today, as far as I know. | | 18 | I don't know if Mr. Despins is going to ask for | | 19 | some relief at the end of this presentation, and maybe -- | | 20 | maybe this -- it would be easier if Mr. Despins would tell | | 21 | the Court, and so that I would know, is he going to ask for | | 22 | some relief where viewing these materials would be relevant? | | 23 | MR. DESPINS: Well, it's very easy. I think | | 24 | either the U.S. Trustee is permitted to show, or the Court | | 25 | on it's own, sua sponte, may decide to refer these matters | | | |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 13 to the appropriate person, and I think that the Court is entitled to know of these things. The disparagement on the internet, we've had that for months so, you know, I have a thick skin and not that worried about that, except when it goes into the personal individual layers. But to post a trustee's home address on the internet, asking people to go and picket that house and to do the same thing with Paul Hastings, O'Melveny & Myers and the CEO or Chairman of PAX, is completely beyond the pale, and I think the Court needs to be informed of that, and if the Court chooses to ignore it, that's okay, Bt the U.S. Trustee needs to be informed of that, and if they choose to ignore it, that's okay, but this is certainly -- I understand why Mr. Henzy does not want the Court to see this. It's highly damaging to the debtor, but -- and these are situations in the past, Your Honor, where there has been violence involved. When he has sent people to picket houses, they've attacked people. That's part of the video we're going to show. And therefore, this is not just us being nervous Nellies here. This is a very serious issue. And actually, I have a paralegal that works in our case, asking to be removed from the case because basically saying they're afraid of working on this case.

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 14 | |----|------------------------------------------------------------------| | 1 | So this is a -- from a court point of view and | | 2 | from a U.S. Trustee point of view, I think it's very | | 3 | important that this is heard and it's not going to take that | | 4 | much time, probably ten minutes at most. | | 5 | MR. HENZY: Your Honor, if I could, Your Honor? | | 6 | As I said, I do not disbelieve what Mr. Despins is saying. | | 7 | I do not defend any of this in any way, shape, or form. In | | 8 | fact, I condemn it. | | 9 | I was not -- I was told -- I was aware that Mr. | | 10 | Kwok may have posted something. I was not -- I did -- was | | 11 | not in any way aware he had posted anything about anyone at | | 12 | Paul Hastings or Mr. Despins. | | 13 | So this is the first I'm hearing of this. I am | | 14 | not trying to prevent this from being put in front of the | | 15 | Court, or from the U.S. Trustee. | | 16 | I just -- but I'm not sure that this is the | | 17 | appropriate forum. I am not -- if the idea is that this is | | 18 | the basis for a criminal referral, I am not a criminal | | 19 | lawyer. I am not Mr. Kwok's -- I do not represent him on | | 20 | any matter outside of this bankruptcy case. I'm not his | | 21 | criminal lawyer, if that is what Mr. Despins is talking | | 22 | about. | | 23 | I think -- I don't know, frankly, what the | | 24 | appropriate way for this to be presented either to the Court | | 25 | or to the U.S. Trustee if the idea is that it would be a | | | |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 15 basis for a criminal referral. But I am -- I am suggesting that this is not it. So -- and I don't -- and I wouldn't interpret it -- if the Court said, I'm not going to do this right now. I would not interpret that as that the Court is choosing to ignore anything that's happened here, or the U.S. Trustee is choosing to ignore anything that's happened here. I would be in -- the way I would look at it is, this is -- this is not the appropriate time. Or not -- I don't -- when I say forum, I don't mean this Court not being the appropriate forum at some point. Again, I just don't know, but like I said, this is -- this is -- this is not on the calendar. Mr. Kwok is not on notice of this. I don't know anything about this. Other potential counsel of Mr. Kwok doesn't know anything about it. So I, again, I'm not trying to prevent the Court or the U.S. Trustee from seeing this, viewing it, anything like that, at the -- in the appropriate time, in the appropriate manner. MR. DESPINS: Your Honor, time may be of the essence here. If people are getting harmed or potentially harmed, it needs to be dealt with, we believe immediately. And perhaps the solution would be to have Your Honor direct the debtor to appear at the hearing tomorrow to

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 16 | |----|------------------------------------------------------------------| | | | | 1 | explain what is going on with these matters. | | 2 | But this is way beyond the pale. This is not just | | 3 | lawyering. This is -- we're talking about, you know, | | 4 | personal houses being picketed and -- which involved in the | | 5 | past, violence against the people that were being picketed. | | 6 | So we believe that, first of all, it's a tenuous | | 7 | thing and we would -- we would think that a Court would want | | 8 | to see it right away. But, obviously, Your Honor is -- | | 9 | controls her calendar. | | 10 | MR. HENZY: I have nothing further, Your Honor. | | 11 | THE COURT: Okay. So what I'm going to do is, I | | 12 | am going to instruct the courtroom deputy to -- aside from | | 13 | Mr. Despins, Mr. Henzy and Attorney Claiborn, and Attorney | | 14 | Barron, I think, who is for lack of a better term, | | 15 | projecting this, Attorney Barron, correct? | | 16 | MR. BASSETT: That's correct, Your Honor. | | 17 | THE COURT: I'm going to have the -- instruct the | | 18 | courtroom deputy to place all the other participants in the | | 19 | waiting room, and we're going to have a discussion on the | | 20 | record under seal. | | 21 | I'm going to move that this be placed under seal | | 22 | for the time being, and we will -- so we will take a recess | | 23 | insofar as all the other parties will be placed into the | | 24 | waiting room. | | 25 | Trustee Despins, Attorney Henzy, Attorney | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 17 | |----|------------------------------------------------------------------| | 1 | Claiborn, and Attorney Barron will remain, and then we will | | 2 | start part of that hearing under seal to address the issues | | 3 | that were just discussed and we will go from there. | | 4 | MR. SARNOFF: Your Honor, this is Stuart Sarnoff, | | 5 | and I will abide obviously whatever your order is on this, | | 6 | and perhaps you just made it, so -- but I'd just like point | | 7 | out that Pacific Alliance, its chairman, it's chairman's | | 8 | family, O'Melveny also has been named in this. | | 9 | And so I do think and would ask for the Court to | | 10 | at least consider including us in this as well, because I | | 11 | have to report back to my client, who is currently in the | | 12 | process of trying to secure protection and security for its | | 13 | senior people and, frankly, for our firm itself. | | 14 | So if you want to exclude us, I understand. I | | 15 | would just like to say that I think we're somewhat of an | | 16 | interested party in this O'Melveny and Pacific Alliance. | | 17 | THE COURT: I understand. I'm going to exclude | | 18 | you for the time being, and then we'll see what occurs at | | 19 | this -- after we have this conversation on the record under | | 20 | seal, Attorney Sarnoff. Okay? | | 21 | MR. SARNOFF: Okay. Thank you. Thank you, Your | | 22 | Honor. | | 23 | THE COURT: Thank you. | | 24 | MR. HENZY: Your Honor, can I just ask that -- I | | 25 | assume that people on the telephone listening only will be |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 18 excluded. THE COURT: Everyone will be excluded, and our -- we will record what happens completely under seal. Everyone will be excluded. MR. HENZY: Okay. I just didn't know how the room thing worked, so okay. THE COURT: It works -- it actually -- not only can we exclude, we can just -- we will stop, because I'm taking a recess, right? We will stop. Anybody that could possibly be listening on the public access line, and then on the -- UNIDENTIFIED SPEAKER: (Indiscernible.) THE COURT: -- outside of the hearing, that will continue under seal with Trustee Despins, you, Attorney Claiborn, and Attorney Barron. And our recording system of our audio of every hearing has the ability to seal the record immediately and that's what we're going to do. MR. WOLMAN: Your Honor, this is Jay Wolman for Mr. Cheng. I just want to note my objection to sealing it for the record. THE COURT: Thank you. MR. WOLMAN: Under *Brown v. Maxwell*. THE COURT: Thank you. MR. WOLMAN: (Indiscernible) the elements have been met. Case 22-50073 Doc 1194 Filed 12/03/22 Entered 12/03/22 11:28:59 Page 18 of 67

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 19 | |----|------------------------------------------------------------------| | 1 | THE COURT: Okay. Thank you. All right. So I'm | | 2 | going to give the courtroom deputy a moment to carry out the | | 3 | steps that I've just so ordered on the record. | | 4 | THE COURTROOM DEPUTY: Your Honor, are you going | | 5 | to officially say, take a recess, or -- | | 6 | THE COURT: The Court is taking a recess. The | | 7 | public access line will be disconnected for the time being, | | 8 | and all the other parties, other than Trustee Despins, | | 9 | Attorney Henzy, Attorney Claiborn, and Attorney Barron, will | | 10 | be placed in the waiting room until after -- until further | | 11 | order of the Court -- until the Court comes back to the | | 12 | hearing or not. | | 13 | THE COURTROOM DEPUTY: Okay. | | 14 | THE COURT: Okay? | | 15 | THE COURTROOM DEPUTY: Okay. Thank you. Court is | | 16 | in recess. | | 17 | (Recess from 1:27 p.m. to 2:29 p.m.) | | 18 | (Recording from 1:27 p.m. to 1:57 p.m. placed under | | 19 | seal.) | | 20 | THE COURTROOM DEPUTY: United States Bankruptcy | | 21 | Court for the District of Connecticut is now in session | | 22 | after recess. The Honorable Julie Manning is presiding. | | 23 | THE COURT: Okay. Good afternoon, again. | | 24 | Trustee Despins, are you intending to proceed with | | 25 | the motion for joint administration and the bar date order | | | |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 20 first, or are we turning to the contempt matter and the orders? MR. DESPINS: I think, Your Honor, we would get rid of the procedural stuff first. So I think either Mr. Skalka or Mr. -- Mr. Skalka is going to handle the joint administration. Also, there was the motion to employ his firm -- THE COURT: Yes. MR. DESPINS: -- is still there, and then I'll do the bar date, and then we'll end up with the contempt part. THE COURT: Okay. Thank you very much. Attorney Skalka, please proceed. MR. SKALKA: Good afternoon, Your Honor. Yes, as Trustee Despins mentioned, I'm presenting both my firm's retention application and Genever Holding Corporation proceeding, as well as the joint -- the motion for joint administration involving all three of the related debtors. If I can, Your Honor, unless you have a preference, if I could speak to the retention application first. THE COURT: Go right ahead. MR. SKALKA: We have filed an application to serve as counsel for Genever Holdings Corporation, which filed its Chapter 11 proceeding on October 11th.

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 21 | |----|------------------------------------------------------------------| | 1 | As noted in the application, we are -- obviously, | | 2 | counsel for Mr. Despins and -- as his local counsel in the | | 3 | Kwok case, we have not received any objections to our | | 4 | retention application. Also, it's noted in the application, | | 5 | we did not receive a retainer but we are planning to apply | | 6 | for approval of our fees in the ordinary course based on our | | 7 | customary rates, and for all those reasons, Your Honor, we'd | | 8 | ask that our retention application be approved. | | 9 | THE COURT: Okay. Thank you. | | 10 | Does anyone else wish to be heard on the | | 11 | application to employ Neubert, Pepe and Monteith as counsel | | 12 | in the -- in these cases, in the Genever Holdings | | 13 | Corporation case? | | 14 | MR. HENZY: Your Honor, I just have a question. | | 15 | THE COURT: Sure. | | 16 | MR. HENZY: Eric Henzy for the debtor. | | 17 | The Genever Holdings had bankruptcy counsel in New | | 18 | York, and my question is just what's happening to that firm? | | 19 | Are they now out of the case, or they're going to be two | | 20 | firms, or just what -- you know, kind of what's happening | | 21 | with that because it's not disclosed in the application. | | 22 | MR. HENZY: Well, Your Honor, the -- | | 23 | MR. DESPINS: That application -- sorry. That | | 24 | application is before the Court today, Mr. Henzy, in only | | 25 | the BVI debtor, not the U.S. debtor yet. That would be for | | | |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 22 a later date. MR. SKALKA: Correct. This is the -- All right. Genever Holdings Corporation is the BVI entity, which did not have bankruptcy counsel, which had not filed -- MR. HENZY: Okay. All right. That's my misunderstanding. Okay. Thank you. THE COURT: All right. So this application to employ applies only to the Chapter 11 case filed with regard to Genever Holdings Corporation, which the trustee filed after becoming the trustee, not with regard to the case that's being transferred from New York. MR. HENZY: My fault. THE COURT: No problem. That's fine. MR. HENZY: Thank you. THE COURT: It's better to be clear for the record, so that's not a problem. Attorney Claiborn? MS. CLAIBORN: Your Honor, the U.S. Trustee has no objection to the employment of Neubert Pepe. THE COURT: Okay. And I have looked at the proposed order that was submitted with the application, and I do not see any issues or concerns in the proposed order that was submitted by Neubert Pepe and Monteith. Does anyone else wish to be heard with regard to the proposed order?

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 23 (No audible response) THE COURT: Okay, hearing nothing, then the application to employ Neubert Pepe and Monteith as debtor's counsel, the debtor being Genever Holdings Corporation, is granted. It's ECF Number 1060, and the proposed order submitted with the application can enter. MR. SKALKA: Thank you, Your Honor. THE COURT: Thank you. MR. SKALKA: The second matter that I wanted to present, Your Honor, is our motion for joint administration. This does involve the New York -- the previously filed case in the New York Southern District regarding Genever Holdings LLC. That case was transferred to Your Honor's court by order of Judge Garrity on November 3rd, and the trustee, as well as Genever Holdings Corporation, and now Genever Holdings LLC has moved for joint administration of all three cases. Genever Holdings LLC is the wholly owned subsidiary of Genever Holdings Corporation, which now Mr. Despins is the equity holder of. So for all the reasons we set forth in our motion that these are interrelated debtors or affiliates, it makes sense that the matters be jointly administered. We have proposed that the Kwok case be the lead case for all three cases. We have received no objection to the application and

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 24 would ask that the motion be granted. THE COURT: Does anyone wish to be heard on the motion for joint administration of the matters here in Connecticut and -- that are on -- that are jointly administered under the Kwok main case number and the Genever case that has been transferred from the Southern District of New York to the District of Connecticut? (No audible response.) Okay. I'm looking at your proposed order, and it looks fine. The only thing I noticed in the -- and when we jointly consolidated the cases in Connecticut, there was one provision that wasn't as clear as I thought it was. I think, Attorney Skalka, all I would need you to do is, in the proposed order you say, the caption of the jointly administered case shall read as follows and you have all that there. I think you need to also say, add a paragraph, or add something to the end of paragraph 4 that says, and all pleadings filed in this case shall be filed on the docket of the Ho Wan Kwok case, Case No. 22-50073, because there was some confusion that people had before and I'd just like to try to alleviate that confusion. I'm not saying it necessarily will, but I would like that specific provision to be in the order. Okay? MR. SKALKA: Understood, Your Honor.

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 25 | |----|------------------------------------------------------------------| | 1 | THE COURT: So -- go ahead. | | 2 | MR. SKALKA: I think I could just add a sentence | | 3 | or two to that paragraph for -- and submit a revised order | | 4 | that indicates that pleadings should be filed in all three | | 5 | cases. Excuse me. At least in the Kwok case and in the | | 6 | related case. | | 7 | THE COURT: No, everything should just be filed in | | 8 | the Kwok case, now that we're jointly administering it. | | 9 | That's the only -- | | 10 | MR. SKALKA: Fine. | | 11 | THE COURT: -- place I want them to be filed. | | 12 | MR. SKALKA: Okay. | | 13 | THE COURT: Okay? Because that's -- | | 14 | MR. SKALKA: Yes. | | 15 | THE COURT: -- the point of joint administration, | | 16 | so we don't have to look at more than one docket, right? I | | 17 | mean, with regard to proofs of claim, they can be filed in | | 18 | separate cases on the claims register, but with regard to | | 19 | the pleadings, I want them only to be filed in Kwok case 22- | | 20 | 50073. Okay? | | 21 | MR. SKALKA: Yes. | | 22 | THE COURT: How much time would you need to submit | | 23 | the order? | | 24 | MR. SKALKA: I could submit it by tomorrow | | 25 | morning, Your Honor. |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 26 | |----|------------------------------------------------------------------| | 1 | THE COURT: Oh, that's fine. Okay. S | | 2 | o, so that the record is clear, with regard to the | | 3 | case of Genever Holdings, LLC, 22-50592, which was a Chapter | | 4 | 11 case pending in the Southern District of New York, which | | 5 | has now been transferred to the District of Connecticut, | | 6 | there was a motion for joint administration, ECF No. 229 | | 7 | filed in that case. | | 8 | That motion is granted and a revised proposed | | 9 | order will enter, and the companion motion in the Ho Wan | | 10 | Kwok and Genever Holdings Corporation case, 22-5073, ECF No. | | 11 | 1070, will also be granted and will be essentially the same | | 12 | revised proposed order. It will be the same revised | | 13 | proposed order, will be submitted by counsel on or before | | 14 | November 17th. Okay? | | 15 | MR. SKALKA: Thank you, Your Honor. | | 16 | THE COURT: Thank you. Now, are we moving on to | | 17 | the bar date order? | | 18 | MR. DESPINS: Yes, Your Honor. | | 19 | THE COURT: Please. | | 20 | MR. DESPINS: So, thank you, Your Honor. Luc | | 21 | Despins, Chapter 11 Trustee. | | 22 | We filed a supplemental bar date motion November | | 23 | 8, Docket 1072. You'll recall that we had prepared an | | 24 | amended bar date, but then said, you know, we should really | | 25 | wait to see if the New York case gets transferred. | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 27 | |----|------------------------------------------------------------------| | 1 | And that's what we were waiting for, and then the | | 2 | case was transferred. So that's what this supplemental bar | | 3 | date motion seeks to achieve, which is to have one bar date | | 4 | for all debtors. | | 5 | It's a bit more complicated than that, because | | 6 | there was already a bar date in the Genever U.S. case, none | | 7 | in the Genever BVI case. And so what we're proposing is that | | 8 | there will be a general bar date of January 14th, 2023, for | | 9 | all prepetition claims against the individual debtor, Mr. | | 10 | Kwok, in Genever U.S. or Genever BVI. | | 11 | For governmental claims against Kwok and Genever | | 12 | USA -- U.S., the bar date will be the same, January 13th. | | 13 | Why? Because the cases have been pending for more than 180 | | 14 | days and therefore that provision of the statute that says | | 15 | -- actually, it's Bankruptcy Rule 2002(c)(1), that you need | | 16 | to wait 180 days for governmental entities does not apply to | | 17 | those cases, but it does apply to the Genever BVI case, | | 18 | because that's a newly filed case. And for that one, we | | 19 | need to have a governmental bar date of April 10th, 2023. | | 20 | We also are seeking approval of the form of the | | 21 | bar date notice. We did receive some comments from the | | 22 | committee counsel, Mr. Goldman. We made those changes. | | 23 | There's a form of publication notice, et cetera. | | 24 | There are things that I need to address, though, | | 25 | that are different than the standard bar date motion, that | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 28 | |----|------------------------------------------------------------------| | 1 | is that in the Genever USA case, there was already a bar | | 2 | date. A notice had been given to maybe -- and this may be | | 3 | exaggerated slightly, but 10, 12, 15 people max. | | 4 | And we don't think that's appropriate, so we are | | 5 | reopening the bar date for the Genever -- for the Kwok | | 6 | individual creditor -- creditors to file, if they so desire, | | 7 | a claim against Genever USA, and against Genever BVI. | | 8 | And to make their life easier, we are providing in | | 9 | the proof of claim form that the individual debtor | | 10 | creditors, the creditors in Mr. Kwok's case, can assert an | | 11 | alter ego claim, which we describe briefly in the proof of | | 12 | claim form, by checking a box so that they can assert that | | 13 | claim at the same time that they're asserting a claim | | 14 | against Mr. Kwok. | | 15 | There was one response filed, a formal response | | 16 | filed, Your Honor, at Docket Number 1081, by Logan Cheng. I | | 17 | believe counsel is on the phone with us, and we have -- and | | 18 | basically what were saying is that, wait a minute, we've | | 19 | already filed a claim against Mr. Kwok. We don't have to do | | 20 | this twice. Fair point. | | 21 | And also, that concept only applies to 10 -- 15 | | 22 | people, so we've decided to make their life easier that any | | 23 | creditor of Mr. Kwok that previously filed a proof of claim | | 24 | against -- in Mr. Kwok's Chapter 11 case in a form | | 25 | substantially similar to official form, shall be deemed to |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 29 have elected to also assert such claim against Genever BVI and Genever USA on an alter ego basis so that they don't have to refile. It's really 15 people, and we can -- if you can share the screen with Mr. Bongartz, we can show you the exact language that we put in to address the Logan Cheng response or rejection. THE COURT: Certainly. MR. DESPINS: We need Your Honor to -- THE COURT: In just one moment. There he is. MR. DESPINS: Yeah. He has it. Okay. Here we go. So that that's the underlying language. Any creditor (indiscernible) that's that language that's been added to the bar date order and the notice. In addition to that -- THE COURT: Okay. MR. DESPINS: -- we received an informal comment by, I think it was the Sherry Netherland, to the effect that notice of commencement of the Genever BVI case generated an automatic bar date of January 9, 2023. And obviously, we're saying that that bar date is not applicable, and the applicable bar date is January 13th, 2023. And we have the footnote that says that, so we've corrected that as well. So in a nutshell, we have a further revised

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 30 | |----|------------------------------------------------------------------| | 1 | proposed order which we can post online briefly, just to | | 2 | take your -- I think we've taken you through all the | | 3 | changes. So you don't need to post it, really. | | 4 | We need to submit it to the Court because we have | | 5 | not submitted it to the Court yet. But it would be a | | 6 | further revised order. We would show it to Your Honor, | | 7 | marked, show changes and clean as well, and we would like to | | 8 | submit that to Your Honor with your permission. | | 9 | THE COURT: Okay. Thank you. | | 10 | I just want to make sure no one else would like to | | 11 | be heard on the motion to establish the bar date and the | | 12 | procedures regarding the bar date. | | 13 | MR. WOLMAN: Good afternoon, Your Honor. Jay | | 14 | Wolman for Creditor Logan Cheng. I just wanted to note that | | 15 | I do believe that revision to the proposed order satisfies | | 16 | my concern that I primarily raised. | | 17 | I did raise in my response, that there were some | | 18 | other exhibits, notices, et cetera, that also might need to | | 19 | be revised in parallel form to address the creditors who had | | 20 | previously filed, but I presume that that will happen. | | 21 | MR. DESPINS: Yes, it will, Your Honor. It has | | 22 | happened. I mean, but we have not circulated that yet, but | | 23 | we are -- we have made the corresponding changes. | | 24 | THE COURT: Okay. Thank you. | | 25 | MR. HENZY: Your Honor, I would like to be heard. | | | |

| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 31 | |----|------------------------------------------------------------------| | 1 | THE COURT: Yes. Go right ahead. | | 2 | MR. HENZY: So, Your Honor, no objection to the | | 3 | bar date for all entities for the individual debtor and for | | 4 | Genever U.S., and no concern with the bar date for all | | 5 | entities other than governmental entities against Genever | | 6 | BVI. | | 7 | The concern that I have is with the April 10 | | 8 | proposed bar date for governmental entities with respect to | | 9 | Genever BVI. And I want to be very careful because I do not | | 10 | want to disclose any settlement discussions that have | | 11 | happened. And so I expect if Mr. Despins thinks I've | | 12 | crossed the line, he is going to jump in and tell you that. | | 13 | But trying to be very neutral, the possibility of | | 14 | a government entity having or not having a claim is a | | 15 | significant point in the settlement discussions that have | | 16 | taken place. | | 17 | And I think that it would be very damaging | | 18 | potentially to the process if the bar date for a | | 19 | governmental entity to file a proof of claim against Genever | | 20 | BVI was put out to April 10th. That is a long time. That's | | 21 | another three months past January 13th. | | 22 | And Mr. Despins cited Rule 3002. I think he said | | 23 | 2002. I think he meant 3002(c)(1). But that -- that covers | | 24 | Chapter 7, Chapter 12 and Chapter 13 cases. I think the | | 25 | applicable rule is 3003(c)(3), and that simply provides the | | | |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 32 court shall fix and for cause shown may extend the time within which to pursue claims or interest may be filed. It then goes on to make, in some respect, 3002(c)(2), (c)(3), (c)(4), and (c)(6) applicable, but not (c)(1). So I don't believe there's any requirement in the rules that a governmental entity get 180 days from the petition date. And the facts and circumstances, I think that any relevant governmental agency has been well aware of Mr. Kwok's case. And again, without disclosing any confidences, I think the claim that we would be concerned about, that government entity -- that Mr. Kwok's case has been pending since February. The Genever U.S. case has been pending even longer. So I don't think there's a notice issue. I don't think that there would be an issue with any governmental entity not understanding what is happening. And in particular, that when you join that with the provision that a proof of claim can be filed against Genever BVI or Genever U.S. as alter egos of -- and I'm not saying that you -- people can do that generally, I suppose, but it's being very much highlighted. I don't represent Genever BVI and I don't represent Genever U.S., so I don't care about claims being

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 33 filed against them, whether -- on an alter ego basis or any other basis. What I do care about, though, is a claim being filed against Genever BVI by a governmental entity, either in a -- as an alter ego claim or otherwise, three months after the general bar date, because my concern is that that is going to impede the progress of these cases. And that -- and potentially, I would argue, in a very, very significant way. So I think that January 13 is sufficient for any governmental entity in the Genever BVI case, and I think under Rule 3003, you can -- you can fix -- you can fix the bar date. THE COURT: Understood. Thank you. Attorney -- Trustee Despins? MR. DESPINS: I don't -- I don't feel strongly about that. I want to make sure that Mr. Henzy is correct, that he's -- he may be. So check (indiscernible). So it's an interesting law school question and we will -- what I would like to do is revert back to this in maybe 20 minutes while we go -- THE COURT: That's fine. That's fine. I mean, my read of the rule is that -- is the same as Attorney Henzy's, that 3002 only applies to 7, 12 and 13 and 3003 applies to 9 and 11. But I think the question more

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 34 | |----|------------------------------------------------------------------| | 1 | so, at least what I'm hearing from Attorney Henzy is, he's | | 2 | not concerned about -- or he's not raising an issue with | | 3 | regard to the treatment of the claim as any claim filed as | | 4 | having alter ego claims. He's concerned about the time | | 5 | frame to provide to governmental units that would be, as he | | 6 | stated, almost three months beyond the bar date of January | | 7 | 13. | | 8 | And so, I think if you two can talk about that and | | 9 | -- | | 10 | MR. HENZY: Yes. | | 11 | THE COURT: -- come to an agreement, I don't see | | 12 | that being -- at least under Rule 3003(c)(3), I think that | | 13 | in a Chapter 9 and 11 case, it says that, you know, a proof | | 14 | of claim may be filed to the extent -- and under the | | 15 | conditions stated in Rule 3002(c)(2), (c)(3) and (c)(4), but | | 16 | it doesn't say (c)(1) and 3002(c)(1) applies to a | | 17 | governmental proof of claim. | | 18 | So -- | | 19 | MR. HENZY: I understand. | | 20 | THE COURT: -- I have no problem. Whatever you | | 21 | two come -- if all we're talking about is the date and you | | 22 | can agree to the date, then I have no problem with that. | | 23 | If we're talking about anything substantive, more | | 24 | substantive with regard to this issue about the -- you know, | | 25 | of basically being a claim against -- an alter ego claim | | | |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 35 against the U.S. entity and the BVI entity, that's a different story. But I don't think you're talking about that. I think you're talking about -- MR. DESPINS: And, Your Honor, I'm happy to have an earlier bar date. I just wanted to make sure technically that was correct. My colleague, Mr. Bongartz, is pointing me to Section 502(b)(9), that seems to trump -- that is saying, except for the claim of a governmental unit shall be timely filed. If it is filed before 180 days after the date of the order for relief, or such later date as the federal rules provide. So let's park the issue. This -- THE COURT: That's fine. I think -- MR. DESPINS: I don't want to take -- THE COURT: That's fine. I think you both can talk about it, and then you can -- if you still -- if there's still a controversy, you'll let me know. Otherwise, you'll submit the order with the date that's agreed to. MR. DESPINS: Exactly, Your Honor. Thank you very much. So with your -- well, maybe there are other parties that want to be heard on the bar date. If not, we would move on to the -- I guess the main event, which is the Ace Decade matter. THE COURT: Does anyone else wish to be heard on

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 36 the bar date motion? (No audible response) THE COURT: All right then. With regard to the bar date, I mean, it will be granted for the reasons stated on the record subject to a resolution of the issue of the actual date of the governmental bar date, if that -- I don't know if I just said that properly, but I think I -- MR. DESPINS: Correct. Yes. But solely for the BVI -- so this is what I refer to as plumbing, legal plumbing. So we should be able to agree on that, and we'll try to do that very promptly, Your Honor. THE COURT: Okay. Go right ahead. MR. WOLMAN: Your Honor, when you say it is granted, you mean the -- it being the revised order that's to be submitted. THE COURT: Yes. MR. WOLMAN: That's great. Thank you. THE COURT: Yes. MR. SKALKA: Your Honor, if I could, just on a housekeeping matter? I have another court hearing later this afternoon and Mr. Linsey is here to appear on behalf of Mr. Despins and the other Genever entities. So if I could, can I please be excused for the balance of the -- THE COURT: Yes. MR. SKALKA: -- of the hearing? Case 22-50073 Doc 1194 Filed 12/03/22 Entered 12/03/22 11:28:59 Page 36 of 67

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 37 | |----|------------------------------------------------------------------| | 1 | THE COURT: Yes, you may. | | 2 | MR. SKALKA: Thank you, Your Honor. Thank you. | | 3 | THE COURT: Thank you. | | 4 | MR. DESPINS: Okay. So, Your Honor, moving on, | | 5 | with Your Honor's permission, to the Ace Decade matter, let | | 6 | me try to key this up for Your Honor. You're right, we did | | 7 | submit something at 11:30 last night, so I really want to | | 8 | take you though that and how we got there. | | 9 | So there are two parts to this, or at least there | | 10 | were several parts to it but the two main parts to the | | 11 | (indiscernible). One is the did he own it. But for my | | 12 | appointment as trustee, that Mr. Kwok own these shares or | | 13 | not. And the second one is, let's assume he does own it, | | 14 | what does he have to do not to be held in contempt. | | 15 | So what I'd like to do through this order is to | | 16 | bifurcate these issues and have a finding by the Court that | | 17 | but for my appointment where I, you know, according to the | | 18 | bankruptcy code, took over ownership of all the assets of | | 19 | the debtor, the debtor would be the owner of the shares of | | 20 | Ace Decade. | | 21 | And very precisely -- first, there is -- there is | | 22 | an introductory paragraph that says the Court would make the | | 23 | following findings that I'll describe in a second, based on | | 24 | the following pieces of evidence. And that's all been | | 25 | negotiated, and those pieces of evidence are the transcript | | | |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 38 of the two 341 hearings -- or meetings, I'm sorry. Item Number B is the (indiscernible) of claims that they (indiscernible) complaint. Item Number 3 or C is the debtor's affidavit, dated February 5th, 2016, filed in the *Ace Decade v. UBS* case in New York Supreme Court. And it says that these exhibits have been admitted -- or this is if you enter the order. They would have been admitted pursuant to Your Honor's order without objection, and that the debtor, having not opposed or otherwise objected to entry of this order, the Court makes the following finding. I know in two seconds flat you're going to say, is this a consent order, and -- because that's always the question you ask. And I'm getting better at this, I know. I know. And it's kind of an amorphous -- I know that it would be simpler to have a consent order for -- also (indiscernible) this is the agreement we're able to get. Basically, that you have evidence that's admitted. Based on that, you make these findings. The debtor is not objecting to the Court making these findings, and these findings are as follows. That the debtor exclusively and beneficially owns and controls the shares of Ace Decade on the petition date, and maintains such exclusive beneficial ownership and control up to and including immediately prior

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 39 | |----|------------------------------------------------------------------| | 1 | to the date of my appointment. And that's the same thing | | 2 | for Dawn State, which is 100 percent subsidiary of Ace | | 3 | Decade. | | 4 | In addition to that, it says for the avoidance of | | 5 | doubt, this (indiscernible) is not and has never been a | | 6 | beneficial owner of the shares in Ace Decade or Dawn State. | | 7 | We believe that all the evidence that you would | | 8 | have admitted without objection if you decided to enter this | | 9 | order, supports these findings and the debtor is not | | 10 | objecting to these findings being made. | | 11 | Paragraph 2 states that the debtor represents that | | 12 | he has never transferred or purported to transfer any | | 13 | ownership or control in Ace Decade since the petition date. | | 14 | Accordingly, the Court finds that but for my appointment, | | 15 | the debtor would still exclusively benficially own and | | 16 | control Ace Decade as of the date of this order. | | 17 | And then paragraph 3 talks about part 2 of this, | | 18 | because there's not a full agreement between the parties. | | 19 | And basically that the Court -- it says that the Court would | | 20 | hold a hearing tomorrow, because we -- you had to reserve | | 21 | that time, so I don't know if it's still available, given | | 22 | that you probably canceled your schedule on Tuesday, I don't | | 23 | know. So the point is, it would be a hearing. We call | | 24 | that the compliance hearing on the issue of, okay, now that | | 25 | we've entered this order. What does the debtor need to do |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 40 | |---|------------------------------------------------------------------| | 1 | to not be held in contempt? And there, there's going to be | | 2 | -- I'm previewing this. There's been open discussion with | | 3 | this, the debtor is going to take the position that as long | | 4 | as it does certain things, like send a letter pursuant to | | 5 | whatever, that there should be no finding of contempt | | 6 | because that's outside of his control. | | | |

And then we're going to say, no, you need to hold them in content until he turns over the shares. That's for tomorrow, but we say in paragraph 4 that at the hearing, we will rely on various exhibits and we will want some of these exhibits to be admitted into evidence.

Already, the debtor has stipulated to the admissibility of Exhibit 13. That's all listed in paragraph 4, et cetera, so I'm not going to repeat those. So that's been stipulated to, and it's -- and these exhibits really deal with the relationship between the debtor and Ms. Wang.

And the debtor reserves the right to represent through his counsel, the debtor would testify that Ms. Wang is not his employee and does not take direction from him, and of course we reserve the right to object to that and the parties, you know, basically reserve the right to argue that different weight or no weight should be given to certain exhibits, et cetera, et cetera.

Then paragraph 5 is a prophylactic provision that basically says the debtor is not going to, through the back

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 41 door, try to help, assist anyone taking the position that they own the shares of Ace Decades, so that the language has been self-explanatory. Paragraph 6 is very important. I want to make sure Your Honor understands this because it's counter intuitive. It says that nothing this order shall -- or the entry of the order shall preclude the trustee in the context of any further litigation against any third party from our viewing that any purported transfer by the debtor of the ownership or control of either or both of Ace Decade or Dawn State was or is an avoidable transfer or -- sorry, avoidable under the law or that such purported transfer should be disregarded. So what is this meant to cover? This is meant to cover a situation where, I don't know, the debtor forgot that he transferred the shares to his son, you know, a year ago. And the son comes in and says, no, I'm the one who's the owner of the shares. And we would say, well, okay, assuming that you're correct, we don't believe you're correct, but that transfer from the father to the son would be an avoidable transfer and we'd reserve the right to do that. We don't want the son to come in and say, hey, Judge Manning entered an order saying that the debtor owned

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 42 | |----|------------------------------------------------------------------| | 1 | the shares, so you cannot come after me for the shares. So | | 2 | that's really the purpose of that section. We hope we never | | 3 | have to invoke that, but it's a fail safe mechanism. | | 4 | Paragraph 7 says that the debtor has represented | | 5 | that he does not contest any finding in this order and | | 6 | accordingly will not appeal this order. And that's | | 7 | basically the rest or, you know, standard provisions, and | | 8 | the point here is this. We want this in two separate | | 9 | phases, two separate orders. | | 10 | So this order would become a final -- well, if | | 11 | Your Honor decides to enter it, would be a final order | | 12 | because the debtor could not appeal it. | | 13 | What happens tomorrow, or whenever Your Honor | | 14 | decides to hear that, that could be subject to an appeal by | | 15 | the debtor if they're not happy with the result, or vice | | 16 | versa. That's to be continued tomorrow, or if that schedule | | 17 | still works for Your Honor. | | 18 | So I wanted to describe this. Obviously, the | | 19 | words in the order are more precise than my description, but | | 20 | I thought it was important to take you through every | | 21 | provision that's material in this order and what it | | 22 | accomplishes and what it doesn't accomplish. Perhaps Mr. | | 23 | Henzy has comments as well, so -- | | 24 | THE COURT: Attorney Henzy? | | 25 | MR. HENZY: So, Your Honor, for the second time | | | |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 43 today, I'm going to tell you I agree with everything that Mr. Despins just said. I think he summarized the order very, very well. I might add a little bit of color, but I don't -- to his description of what arguments might be made at the compliance hearing, but I don't think he intended to be in any way, you know, complete in that description. I think it was just a -- a sort of a -- to give you an idea what that's going to be about. But I think he summarized the order very well. And the idea here is -- really what this does, I think, is obviate what might have been a lengthy evidentiary hearing, and I (indiscernible) the discussion this morning about whether or not the interpreter needs to be there. I think the idea is that this compliance hearing will be based on documents and legal arguments and there won't be any testimony. So again, I -- Mr. Despins, I think correctly summarized the order. THE COURT: Okay. Thank you. I -- you know, as you probably both can gather, and I -- does anyone else wish to be heard on the contest issue before I have anything to say? (No audible response) THE COURT: Okay. Hearing nothing, I have Case 22-50073 Doc 1194 Filed 12/03/22 Entered 12/03/22 11:28:59 Page 43 of 67

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 44 | |----|------------------------------------------------------------------| | 1 | reviewed the order. I have to say that I see that it is | | 2 | progress without question, and that the parties are working | | 3 | together to try to resolve many of the issues that are the | | 4 | subject of the contempt motion. | | 5 | The issues regarding -- in Paragraph 1 and 2 in | | 6 | particular, with regarding -- with regard to Dawn State and | | 7 | Ace Decade, all of the issues that were raised in the | | 8 | contempt motion that relate to the government's order, and | | 9 | then the objection and reply, those issues seem to be | | 10 | resolved by this order. | | 11 | The only -- the only issues that apparently I need | | 12 | to address tomorrow is what -- and I'd like to make sure | | 13 | that you agree with this, both of you, because I want to | | 14 | make sure I'm not missing something. | | 15 | The only issues that I -- when I say only, I'm not | | 16 | saying it's simple. I'm saying the narrower issue that | | 17 | you're asking the Court to decide at a hearing, which yes, | | 18 | we're still available to have that hearing at 10:00 a.m. | | 19 | tomorrow morning, is if and to what extent the debtor should | | 20 | be held in contempt, aside from the -- this order, what's | | 21 | provided in this order. Is that correct? That's what | | 22 | you're asking me to find? If the debtor should be in | | 23 | contempt -- held in contempt, and if he is held -- and if he | | 24 | is in contempt, what is he in contempt of and what is the | | 25 | remedy for that. Is that what you're asking? |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 45 | |----|------------------------------------------------------------------| | 1 | MR. DESPINS: Correct. | | 2 | THE COURT: Okay. | | 3 | MR. HENZY: And I -- I guess I'm trying to think, | | 4 | Your Honor. I don't quibble with your characterization of | | 5 | what the compliance hearing is about. | | 6 | I might put it a little bit differently, and I'm | | 7 | not -- I don't even know if this is inconsistent with what | | 8 | you said, is with a finding that the debtor owned Ace Decade | | 9 | through the time of Mr. Despins's appointment, then what, if | | 10 | anything, is he obligated to do under the court -- the | | 11 | governance order, and if he's obligated to do anything, what | | 12 | is he obligated to do? So that's the -- that's the way I | | 13 | would characterize it. | | 14 | And if he -- and if he -- if Your Honor finds that | | 15 | he should have done something that he -- and he hasn't done | | 16 | it, then it's -- is he -- should he be held in contempt? | | 17 | So again, I don't know that that's inconsistent | | 18 | with the way you framed it, which -- but I want to be on the | | 19 | record, that that's sort the way I am framing it. | | 20 | THE COURT: Attorney -- Trustee Despins, I don't | | 21 | think that's inconsistent. I think Attorney Henzy's | | 22 | description is probably better worded than mine was. | | 23 | MR. DESPINS: I don't agree with that, Your Honor. | | 24 | THE COURT: So I -- | | 25 | MR. DESPINS: But I -- | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 46 | |----|------------------------------------------------------------------| | 1 | THE COURT: -- think the issue is, it's all in -- | | 2 | it's all tying back to the corporate governance order, but | | 3 | -- and which is what you said, so -- which is, is Mr. Kwok | | 4 | in contempt of the corporate governance order? And if he | | 5 | is, how is he in contempt and what does he need to do to not | | 6 | be in contempt? | | 7 | MR. HENZY: I think that's a very fair | | 8 | characterization, Your Honor. Yes. | | 9 | MR. DESPINS: And I would say also, given the | | 10 | bankruptcy code as well. It's -- | | 11 | MR. HENZY: I don't disagree with that. I do not. | | 12 | THE COURT: Oh, that's right. Okay. Thank you. | | 13 | All right. | | 14 | I -- so that -- you know, paragraph 3, when I read | | 15 | paragraph 3, I thought okay, so what -- that's what I need | | 16 | to do, figure out -- I believe given the provisions of the | | 17 | order, and I understand it's not a full consent order, that | | 18 | the parties -- that I believe what I'm -- what we'll see | | 19 | tomorrow is that the trustee will assert through argument | | 20 | and evidence that Mr. Kwok remains in contempt by not being | | 21 | in full compliance with the order, and that Mr. Kwok will | | 22 | argue that he is and then I'll have to decide. | | 23 | MR. HENZY: Yes. | | 24 | THE COURT: I think that's really what -- where we | | 25 | are. | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 47 | |----|------------------------------------------------------------------| | 1 | MR. HENZY: Yes, Your Honor. | | 2 | THE COURT: Okay. All right. With regard to -- I | | 3 | don't think I have any questions with regard to any of the | | 4 | other provisions, although I didn't truly appreciate | | 5 | Paragraph 6 until you explained it. But Trustee Despins, | | 6 | because again, when I read this order, I was focused more on | | 7 | the first three paragraphs, I think, because -- | | 8 | MR. DESPINS: Yep. | | 9 | THE COURT: -- I was trying to figure out what we | | 10 | were doing tomorrow, but I understand better what you're | | 11 | arguing, or what the -- that's not an argument. What the -- | | 12 | what the purpose of paragraph 6 is in the order. | | 13 | I don't have any further questions. Does anyone | | 14 | else wish to be heard in connection with this order that has | | 15 | the trustee would like -- the trustee and the debtor would | | 16 | like the Court to enter, and then have the compliance | | 17 | hearing commence at 10:00 a.m. tomorrow morning? | | 18 | MR. DESPINS: Your Honor, I'm duty bound and I | | 19 | partly hate myself for saying this, but -- because I -- in | | 20 | theory, this should be a happy moment, but it's not a happy | | 21 | moment. | | 22 | I want to make sure you understand this is about | | 23 | progress which has cost the estate hundreds of thousands of | | 24 | dollars in litigation to get to this point. | | 25 | You know, so I don't want you to have the | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 48 | |----|------------------------------------------------------------------| | 1 | impression that this all -- this was generated. You need to | | 2 | look at the objections we filed, the discovery we have to | | 3 | take, the translator that cost a fortune. We have to go | | 4 | through all of that to get to this point. Two depositions. | | 5 | So I don't -- you know, I know from a judge's | | 6 | point of view it's like, oh, it looks good. It looks like | | 7 | they're settling. They're working well together. I can't | | 8 | say that. This was incredibly expensive and painful. I'm | | 9 | sorry, but I need to say that. | | 10 | THE COURT: I think that's fair, and when I say | | 11 | progress, I don't mean that I think this is progress towards | | 12 | ultimate resolutions of every issue in this case, or -- and | | 13 | that I'm ignoring what has happened to get to this point and | | 14 | the expense and efforts that have been undertaken to get to | | 15 | this point, which may obviously have a detrimental effect on | | 16 | creditor recovery in this case. | | 17 | But what I meant was that the issues, specifically | | 18 | the issues with regard to Ace Decade and the assertions that | | 19 | had been made on the record that Mr. Kwok disagreed with the | | 20 | translation and things of those nature -- of that nature, I | | 21 | at least don't have to address those issues. That doesn't | | 22 | mean that I think it's progress in a manner that ignores | | 23 | what happened to get to this point. | | 24 | So I think it's a fair point that you raise, | | 25 | Trustee Despins, and I do not want to give any impression |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 49 | |----|------------------------------------------------------------------| | 1 | that I think that this was just some negotiation without a | | 2 | great deal of effort and expense undertaken, which may be to | | 3 | the detriment of creditors of the estate. | | 4 | MR. HENZY: If I could, Your Honor? I agree with | | 5 | Mr. Despins that this has been expensive and painful. I | | 6 | think we probably disagree about where responsibility lies | | 7 | for that. But again, I mean, that's not before the Court | | 8 | right now. | | 9 | THE COURT: I agree with both of those statements. | | 10 | But I think at -- when I say progress, I mean as far as | | 11 | narrowing the issues that had to be decided in connection | | 12 | with a motion for contempt. | | 13 | MR. HENZY: Understood. | | 14 | THE COURT: Okay? | | 15 | MR. SARNOFF: Your Honor, this is Stuart Sarnoff. | | 16 | Just a brief logistical question. | | 17 | THE COURT: Yes. | | 18 | MR. SARNOFF: Is Your Honor -- is Your Honor | | 19 | intending to hold tomorrow's hearing in person, and for | | 20 | efficiency purposes and in light of it being effectively a | | 21 | two-party argument, would Your Honor have any objection if | | 22 | parties like PAX participated over Zoom virtually? If you'd | | 23 | like us to be there, we can, we just think it may be more | | 24 | efficient if we're not going to be presenting or cross | | 25 | examining or doing anything of that nature. |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 50 | |----|------------------------------------------------------------------| | 1 | THE COURT: Well, given the fact that I probably | | 2 | am still contagious, I am not going to be in the courtroom. | | 3 | So we are -- under the specific facts of circumstances of | | 4 | today, which happens to be my illness, we are going to do | | 5 | this via Zoom. | | 6 | I have the flu, but it's still contagious and the | | 7 | doctor suggested that I don't interact with people through | | 8 | the end of this week. So -- excuse me. | | 9 | So I am going to conduct this hearing via Zoom, so | | 10 | everyone can watch via Zoom. I may -- depending upon what | | 11 | happens, because it sounds like there isn't going to be | | 12 | testimony, so that will make it -- when I say it, the | | 13 | virtual hearing -- a little less complex. I think, because | | 14 | even though there will be exhibits introduced and possibly | | 15 | shown during the hearing, I think it's a little less -- less | | 16 | complex. | | 17 | If we were going to have witnesses, I still might | | 18 | -- and we were going to proceed tomorrow, I probably still | | 19 | would do it via Zoom, but that would be because of me, not | | 20 | because of the circumstances. I just don't -- you know, I'm | | 21 | -- been under doctor's orders. | | 22 | So in any event -- | | 23 | MR. HENZY: Feel better. | | 24 | THE COURT: Thank you. | | 25 | MR. LINSEY: Your Honor, may I address something | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 51 | |----|------------------------------------------------------------------| | 1 | that's relevant to the proceedings tomorrow? | | 2 | THE COURT: Yes. | | 3 | MR. LINSEY: Patrick Linsey for the Trustee. | | 4 | First of all, I hope you're feeling better. I'm sure | | 5 | everybody does. | | 6 | Second of all with respect to proceeding tomorrow, | | 7 | there is a motion to seal the trustee had filed. That's at | | 8 | ECF 1091. It was filed there on a sealed basis. | | 9 | Actually, after we filed it, we determined that | | 10 | there's nothing in the motion to seal itself that needed to | | 11 | be sealed, so that's now also on the public docket at 1095. | | 12 | And that addresses two things. | | 13 | It addresses the trustee's reply memorandum | | 14 | concerning the motion for contempt, but it also addresses | | 15 | certain exhibits with respect to the motion for contempt. | | 16 | Some of those exhibits will be at issue tomorrow. | | 17 | So the issue of the exhibits that the trustee | | 18 | believes should be sealed, the trustee has now filed under | | 19 | seal and we would just ask that the Court, if it has the | | 20 | time, look at that motion and hopefully be prepared to rule | | 21 | that those exhibits can be considered in proceedings under | | 22 | seal tomorrow. | | 23 | I do think that we need to either have a | | 24 | discussion with debtor's counsel, perhaps tweak the form of | | 25 | order that was filed with the motion to seal. | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 52 | |----|------------------------------------------------------------------| | 1 | So we will be in touch with debtor's counsel after | | 2 | this hearing, but we do think that the exhibits should be | | 3 | sealed tomorrow. To the extent that, one, they're material, | | 4 | that is subject to a privilege. And Your Honor recalls that | | 5 | under the privileges order, the trustee has been able to | | 6 | obtain discovery that includes, for example, correspondence | | 7 | among and with the debtor's former counsel. So there's some | | 8 | of that. It is subject to a claim of privilege. | | 9 | And then there's at least one exhibit that's | | 10 | subject to a confidentiality designation. And particularly | | 11 | here, where the subject matter at issue with respect to Ace | | 12 | Decade implicates the UBS claims under litigation in the | | 13 | United Kingdom, we want to be sensitive to the existence | | 14 | without privilege. And so that's why we're trying to get | | 15 | ahead of this by treating that issue with this motion. | | 16 | THE COURT: Okay. Well, let me just ask a | | 17 | question or two about that. So, Attorney Henzy, what's your | | 18 | position on the motion to seal? | | 19 | MR. HENZY: So if what Mr. Linsey is referring to | | 20 | is that, I don't know, about noon today I think it was, | | 21 | these two motions were filed, and they were -- all I | | 22 | received was the ECF docket hit -- | | 23 | MR. LINSEY: No, that's not -- that's not -- those | | 24 | filings were the exhibits that were proposed to be under | | 25 | seal, and you, the debtor is the only other party that | | | |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 53 actually has those. So you have those. What I'm talking about is the motion that was filed on Monday under ECF 1095 which is with respect to the reply, and also the hearing exhibits on the motion for contempt. MR. HENZY: Which you did -- you did send to me, yes. MR. LINSEY: Correct. MR. HENZY: Okay. Got it. Okay, so -- THE COURT: All right. So 1095? Is that what you said? MR. LINSEY: Yes, Your Honor. MR. HENZY: Yes. Your Honor, yes, subject to me having this discussion with Mr. Linsey and whoever else is -- from that -- their side is going to be on it. I'd be surprised if I had any objection to this. THE COURT: All right. So let me just step back then. I obviously haven't looked at this yet. Okay? But I can, and I will, but I have a couple of questions about it. So let's assume that I grant the motion under seal. How are we going to present that evidence tomorrow if it's under seal? MR. LINSEY: To the extent there is evidence being presented that are privileged, subject to a claim of privilege, then I believe Your Honor would need to close the

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 54 | |----|------------------------------------------------------------------| | 1 | proceeding to parties that are not the debtor or the | | 2 | trustee, and not -- not for sort of undefined reasons, but | | 3 | for the very real and tangible reasons that there is a | | 4 | financial interest the estate has in protecting the | | 5 | existence of that privilege and its relation to the assets, | | 6 | which are the claims in the United Kingdom and also, the | | 7 | trustee has obligations under the consent privileges order | | 8 | that was negotiated and that Your Honor approved. | | 9 | THE COURT: Okay. That's what I could assume, but | | 10 | I want to make sure be -- so what I'm wondering is -- and | | 11 | you two still need to talk. | | 12 | When I say you two, I don't mean necessarily the | | 13 | two of you, but I mean the debtor and the trustee, about | | 14 | these issues before tomorrow. Should -- is it -- does it | | 15 | make more sense to start the hearing at 11:00 to give | | 16 | everyone time, as opposed to 10:00? I mean, I'm happy to -- | | 17 | MR. LINSEY: We can talk this afternoon, Your | | 18 | Honor, if that works for Mr. Henzy. | | 19 | MR. HENZY: That's fine. | | 20 | MR. WOLMAN: Your Honor. | | 21 | THE COURT: Yes? | | 22 | MR. WOLMAN: I just want to make a point as to the | | 23 | sealing motion. I would direct the Court's attention to | | 24 | Brown v. Maxwell, 929 F.3d 41. That was a case involving | | 25 | multiple materials, but specifically with regard to summary | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 55 | |----|------------------------------------------------------------------| | 1 | judgment materials and a contempt hearing could be deemed | | 2 | akin to that, where the presumption of access under both the | | 3 | common law and the first amendment attaches. | | 4 | These would be judicial documents where the Court | | 5 | is being requested to rely on them to make a determination, | | 6 | an appealable final determination in fact, and that in light | | 7 | of the Court -- the Second Circuit said in Brown, in light | | 8 | of this strong first amendment presumption -- this is on | | 9 | Page 47 -- continued sealing of the documents may be | | 10 | justified only with specific on-the-record findings that | | 11 | sealing is necessary to preserve higher values and only if | | 12 | the sealing order is narrowly tailored to achieve that aim. | | 13 | So to the extent the Court will be sealing | | 14 | anything, there has to be justified very -- as a very high | | 15 | standard, since these are judicial documents, at what that | | 16 | privacy interest is that is being bandied around, not merely | | 17 | the fact that it's in the attorney/client privilege or | | 18 | designated confidential, and that it's as narrowly tailored | | 19 | to achieve that as possible. So perhaps most of it gets | | 20 | published and only a small portion gets redacted if | | 21 | necessary. | | 22 | MR. LINSEY: Okay, Your Honor. I can address | | 23 | that. The district court has a local rule, Local Rule 5E, | | 24 | which has been adopted by the bankruptcy court's local |

rules, and that is, I think, designed to sort of codify what

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 56 | |----|------------------------------------------------------------------| | 1 | that standard is and, you know, has requirements that there | | 2 | be particularized findings and the procedures being narrowly | | 3 | tailored. We confront that rule directly in the motion and | | 4 | we explain what the findings are and how the relief that's | | 5 | set forth in the motion is narrowly tailored. | | 6 | I do think that the value of attorney/client | | 7 | privilege with respect to a \$500 million claim that's under | | 8 | active litigation ought to be self evident. | | 9 | MR. SARNOFF: It didn't appear self evident, | | 10 | that's why I'm raising the issue here. Specific documents, | | 11 | I have not seen them. I've not been privy to them, but you | | 12 | know, they will not be as high as the impounding party | | 13 | believes they are as some higher values. | | 14 | MR. LINSEY: What I mean is the sanctity of | | 15 | attorney/client privilege on facts that are well -- either | | 16 | -- that are at issue in a litigation in another forum that | | 17 | preserving the existence of that privilege is an important | | 18 | interest. | | 19 | And I really -- I would prefer not to get into | | 20 | questions of partial labor. I also -- we've had discussions | | 21 | with PAX about this, Your Honor, and the understanding is, | | 22 | to the extent that things are sealed, we're going to cabin | | 23 | that as narrowly as we can. We filed the vast majority of | | 24 | the trial exhibits not under seal. The vast majority of the | | 25 | reply memorandum is not under seal. And, you know, the vast |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 57 | |----|------------------------------------------------------------------| | 1 | majority of -- I think what we're likely to undo tomorrow, | | 2 | at least as much of it as we can, would not be under seal. | | 3 | But these particularized things that their disclosure was, | | 4 | you know -- certainly without regard or, you know, real | | 5 | protection, could threaten value for the estate, we need to | | 6 | protect those. | | 7 | MR. SARNOFF: Perhaps they are Your Honor, but you | | 8 | know, certainly in the absence of information, and I just | | 9 | want to make sure that the Court does do its diligence | | 10 | because as happened in the Brown v. Maxwell case, Judge | | 11 | Sweet from the Southern District of New York, completely | | 12 | abandoned and advocated this responsibility, letting the | | 13 | parties merely file anything they want, but under seal, | | 14 | which resulted in a wholesale rebuke by the Second Circuit. | | 15 | I know this because -- | | 16 | THE COURT: We don't have that in this case, | | 17 | counsel. | | 18 | MR. SARNOFF: Counsel to the unsealing party | | 19 | there. | | 20 | THE COURT: We don't have that in this case. This | | 21 | isn't a wholesale (indiscernible) case where there's been | | 22 | wholesale filings of things under seal. | | 23 | MR. SARNOFF: What I mean by that, Your Honor, is | | 24 | that the parties were allowed to choose what to file under | | 25 | seal and what not to, and that's what it sounds like Mr. | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 58 | |----|------------------------------------------------------------------| | 1 | Linsey is suggesting, that his decision should be | | 2 | substituted for the Court's, which it should not be. | | 3 | MR. LINSEY: Well, if that were the case I | | 4 | wouldn't have filed a motion requesting an order from the | | 5 | Court. | | 6 | THE COURT: I think that's -- | | 7 | MR. LINSEY: That's why we're here. | | 8 | THE COURT: So -- and I also think that if you | | 9 | have an issue, Attorney Wolman, you have rights under the | | 10 | Federal Rules of Civil Procedure to move to unseal. I think | | 11 | that's your remedy, isn't it? | | 12 | MR. SARNOFF: Well, the primary motion is a motion | | 13 | to seal. | | 14 | THE COURT: I understand. I'm saying if it's | | 15 | granted over your objection, then you have the right to seek | | 16 | a motion to unseal that. | | 17 | MR. SARNOFF: That is correct, Your Honor. | | 18 | THE COURT: Yeah. So that's how we will proceed | | 19 | at the moment. I am going to look at everything. I haven't | | 20 | decided anything. As I said very clearly on the record, I | | 21 | haven't looked at the motion. It was filed on Monday, did | | 22 | you say, Attorney Linsey? | | 23 | MR. LINSEY: Yes, Your Honor. | | 24 | THE COURT: Okay. So I haven't reviewed it yet, | | 25 | and I'm not going to start the hearing tomorrow until 11:00 | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 59 | |----|------------------------------------------------------------------| | 1 | because I would like to look at these issues and I would | | 2 | like to make sure that I understand all the issues. | | 3 | I think I -- the Brown case, my recollection was | | 4 | that it was a serious issue of sexual assault or abuse, | | 5 | which is not what we have in this case, and this is a | | 6 | bankruptcy case that already has orders entered with regard | | 7 | to privileged and confidential documentation. So I will | | 8 | review everything and I will rule accordingly. | | 9 | MR. SARNOFF: The Brown case, Your Honor, was a | | 10 | defamation case, and there was a protective order in that | | 11 | case as well. I just -- | | 12 | THE COURT: I'm not talking about just a | | 13 | protective order, Attorney Wolman. We have other orders | | 14 | with regard to the privileges in this case. It was a | | 15 | defamation case about a sexual abuse victim. That was -- | | 16 | MR. SARNOFF: Yes. Yes, Your Honor. | | 17 | THE COURT: Yes. | | 18 | MS. CLAIBORN: Your Honor, if I -- | | 19 | THE COURT: Go ahead, Attorney Claiborn. | | 20 | MS. CLAIBORN: I apologize for the -- | | 21 | interrupting. I just wanted to ask the Court, when | | 22 | considering the motion to seal to make sure to preserve the | | 23 | U.S. Trustee's rights under Section 108. Sorry, 107(c)(3). | | 24 | THE COURT: Oh, yes. That's not the -- that's | | 25 | never an issue. I mean, the statute already says, anything |

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 60 that's under seal, the U.S. Trustee has access to. That's what the bank -- that's what congress decided. That's not the court deciding, that's congress. So -- but I agree with you. MS. CLAIBORN: I just wanted to make sure that that was involved and put into the order (indiscernible)\*\*3:29:27. THE COURT: I completely understand what you're saying. MS. CLAIBORN: Uh-huh. THE COURT: And if you want that in the order, you could talk to Attorney Linsey about that. I don't know if I'm granting the order or granting anything that -- in the same vein. Somebody's speaking in the background. Please, could you put your microphone on mute? Thank you. MR. LINSEY: I'll speak with Ms. Claiborn, Your Honor, about that. THE COURT: Yeah. This Court is well aware, but I appreciate you pointing it out. I'm not suggesting anything is contrary. But again, that's congress. That's a requirement under the bankruptcy code. It has nothing to do with this Court's determination as to whether or not something should be sealed, right? If that is that it gives the United States

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 61 Trustee the unfettered right to see any information or any part of the record that may be placed under seal. Okay? MS. CLAIBORN: Thank you. THE COURT: Thank you. All right. Is there anything further to address this afternoon? MR. SARNOFF: Your Honor, Stuart Sarnoff. If I might just inquire? There was a matter taken under seal at the beginning of this hearing, and as a party who is a -- who is a partner of a law firm whose officers have been sort of targeted for protest and who represents a client and its personnel, its senior personnel who has now been -- now been targeted for protest, is there any update that the Court is able to provide to us for our own -- so that we can action item that and we can advise our client about what's happening? THE COURT: You can talk with Trustee Despins and Attorney Claiborn, but when you say on the record, targeting and things of that nature, they -- there was something -- there was information provided to the Court. The Court has made no findings. There are no findings or rulings with regard to that information, so you need -- if you have any questions, you can talk to Trustee Despins and Attorney Claiborn. MR. SARNOFF: Okay. Thank you.

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Case 22-50073 Doc 1194 Filed 12/03/22 Entered 12/03/22 11:28:59 Page 62 of 67

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 62 THE COURT: Okay? Thank you. MR. DESPINS: Your Honor, to be clear, I'll be free to convey to Mr. Sarnoff what happened during the sealed portion of the hearing? THE COURT: Well, you have an obligation, right, as a trustee, to the creditors of the estate, right? MR. DESPINS: Yes. THE COURT: And you can decide whatever you want to disclose or not disclose and feel that you are meeting and complying with your obligations. MR. DESPINS: Thank you, Your Honor. THE COURT: The record is under seal at this point and will remain under seal. There will be an order entered keeping that record under seal, and if someone wants to move to unseal that part of the record, there are -- that's what the Federal Rules of Civil Procedure and the local rules of procedure provide. The sealing took place based upon a record that was in place at that time about serious potential harm to individuals involved in this case that has nothing to do with the administration of the bankruptcy estate. And that harm, that potential harm outweighs, at least at this point, any interest in making that record public at this time. So therefore, if anybody -- you all need to act in whatever way you feel is appropriate, but

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 63 | |----|------------------------------------------------------------------| | 1 | that is what the -- that is why the Court placed the record | | 2 | under seal at that point in time. That order will enter, | | 3 | and then any party can take any action it feels appropriate | | 4 | under the circumstances. Okay? | | 5 | MR. DESPINS: Thank you, Your Honor. | | 6 | Your Honor, just before we go, we had tried to | | 7 | slip in the brief status conference on various matters. If | | 8 | we could cover that? | | 9 | MR. HENZY: Well, can I interject, Your Honor? | | 10 | THE COURT: Yes, go ahead. | | 11 | MR. HENZY: Your Honor, a status conference is not | | 12 | scheduled by a court -- by court order. There's nothing on | | 13 | the docket. There's no notice that went to any party of a | | 14 | status conference. | | 15 | THE COURT: I, unfortunately, Trustee Despins, I | | 16 | agree with Attorney Henzy. This contempt today and | | 17 | yesterday -- yesterday, today, and -- well, actually it | | 18 | wasn't today. Yesterday and Thursday were to address the | | 19 | contempt motion. | | 20 | I also then scheduled what I thought were -- when | | 21 | you -- when you filed what I would call administrative | | 22 | matters to be heard first to help continue the | | 23 | administration of the estate, which was the joint | | 24 | administration and the bar date order. There was not a | | 25 | status conference actually scheduled for today. | | | |

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| | Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 64 | |----|------------------------------------------------------------------| | 1 | If you would like one scheduled, I would just ask | | 2 | you to -- we had a period of time where we were putting -- | | 3 | scheduling status conferences on schedule. | | 4 | We -- that seemed to go to the side when we -- | | 5 | when -- and that was fine when the application for the | | 6 | preliminary injunction and restraining order and other | | 7 | relief, and the PJR, excuse me, application was filed. | | 8 | So I didn't schedule anything -- there was not | | 9 | anything, because you had asked for the contempt motion to | | 10 | be addressed prior to the evidentiary hearing on the | | 11 | prejudgment remedies. And so today, yesterday and tomorrow | | 12 | were supposed to be just those evidentiary hearings. What | | 13 | I've added to the calendar for -- that was supposed to occur | | 14 | on yesterday and occurred today, again, were those | | 15 | administrative matters. | | 16 | We can have a status conference next week or the | | 17 | following week, but it doesn't -- and we do need to have | | 18 | some kind of either standing order or other order in place, | | 19 | scheduling those status conferences so it's clear that | | 20 | that's what we'll be addressing. Okay? | | 21 | MR. DESPINS: Fair enough, Your Honor. So can we | | 22 | request the scheduling of the status conference? | | 23 | THE COURT: When would you like there to be a | | 24 | status conference held? | | 25 | MR. DESPINS: As early as Your Honor is available. | | | |

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Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 65 This will take no more than 10, 15 minutes. THE COURT: I can have a status conference next Tuesday, the 21st, and that will give people an opportunity to know that there is a status conference being held. MR. DESPINS: Okay. THE COURT: Hold on a minute. I'll check and see what the time frame is. (Pause) THE COURT: I could have a status conference at noon, and I will hold it via Zoom if the parties -- you don't have to request that. I'm sure if it's only going to be ten minutes, that we can do it via Zoom. MR. DESPINS: And, Your Honor, is that Tuesday, the 22nd? THE COURT: Yes. Did I say a different date? I'm sorry. MR. DESPINS: I thought I heard the 21st, but I could have heard wrong. THE COURT: Well, I can do it -- I could do it Monday or Tuesday, but Tuesday is fine if you -- if you want that. MR. DESPINS: It's probably better on Monday because I guess people are starting to disappear now, with Thanksgiving. Probably early on during the week so it's -- if you have Monday available, could --

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 66 THE COURT: We could do Monday at noon or 1:00 p.m. MR. DESPINS: Oh, noon is fine for us. Thank you, Your Honor. MR. HENZY: And that would be via Zoom, Your Honor. THE COURT: Via Zoom. MR. HENZY: Okay. Yep. That's fine, Your Honor. That's fine with me. THE COURT: All right. So we'll schedule a status conference for November 21st at noon, and what we'll -- what we should do is I'll ask the courtroom deputy to issue a notice of a status conference to be held on the 21st at noon, and then you should be -- we should be prepared that if we're going to have continued status conferences, we need to at least set some dates at that -- at that status conference. Okay? MR. DESPINS: Understood, Your Honor. THE COURT: All right. MR. DESPINS: And the last point I just want to confirm before we let the interpreter go. Mr. Henzy, there will be no witnesses tomorrow? MR. HENZY: I do not -- we're not calling any witnesses, yes. MR. DESPINS: So we can cancel the interpreter.

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Case 22-50073 Doc 1194 Filed 12/03/22 Entered 12/03/22 11:28:59 Page 67 of 67

Ho Wan Kwok and Genever Holdings Corp. - November 16, 2022 67 Thank you very much, Your Honor. THE COURT: Okay. Thank you. All right. This is the last matter on today's calendar. We are starting the hearing tomorrow at 11:00 a.m. as opposed to 10:00 a.m., but it will be via Zoom. And since this is the last matter on today's calendar, court is adjourned. ALL: Thank you, Your Honor. THE COURTROOM DEPUTY: Court is adjourned. MS. CLAIBORN: Thank you. (Proceedings concluded at 3:38 p.m.) I, CHRISTINE FIORE, Certified Electronic Court Reporter and Transcriber, certify that the foregoing is a correct transcript from the official electronic sound recording of the proceedings in the above-entitled matter. 17 December 1, 2022 18 Christine Fiore, CERT 19 Transcriber