郭文贵破产案 · ORDER · ECF #1212

元数据

当事人: 郭文贵 (Guo Wengui / Miles Guo / Ho Wan Kwok)
法院: CTB
案号: 22-50073
ECF #: 1212
类型: ORDER
立案日: 2022-12-07

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**

| ------------------------------------------------------ | x | | |---------------------------------------------------------|-------------|-------------------------| | In re: | : : | Chapter 11 | | HO WAN KWOK, et al.,1 | : : | Case No. 22-50073 (JAM) | | Debtors. | : : : | (Jointly Administered) | | ------------------------------------------------------x | | |

# **CHAPTER 11 TRUSTEE'S MOTION, PURSUANT TO BANKRUPTCY CODE SECTION 363(b), TO RETAIN ENGINEERING OPERATIONS AND CERTIFICATION SERVICES, LLC TO INSPECT LADY MAY YACHT**

Mr. Luc A. Despins, in his capacity as the Chapter 11 Trustee (the "Trustee") appointed in the above-captioned chapter 11 case (the "Chapter 11 Case") of Ho Wan Kwok (the "Debtor"), hereby files this Motion (the "Motion") for the entry of an order, substantially in the form attached hereto as **Exhibit C**, authorizing the Trustee to retain and employ Engineering Operations and Certification Services, LLC ("EOCS") pursuant to the letter agreement dated December 7, 2022 (the "Engagement Agreement"),2 by and between the Trustee and EOCS, to provide inspection services with respect to the Lady May yacht (the "Lady May"), effective as of November 23, 2022. In support of this Motion, the Trustee also submits the declaration (the "White Declaration") of Dexter White ("Mr. White") annexed hereto as **Exhibit B**, and further represents as follows:

1 The Debtors in these chapter 11 cases are Ho Wan Kwok (also known as Guo Wengui, Miles Guo, and Miles Kwok, as well as numerous other aliases) (last four digits of tax identification number: 9595), Genever Holdings LLC (last four digits of tax identification number: 8202) and Genever Holdings Corporation. The mailing address for the Trustee, Genever Holdings LLC, and the Genever Holdings Corporation is Paul Hastings LLP, 200 Park Avenue, New York, NY 10166 c/o Luc A. Despins, as Trustee for the Estate of Ho Wan Kwok (solely for purposes of notices and communications).

2 A true and correct copy of the Engagement Agreement is attached hereto as **Exhibit A**.

### **JURISDICTION, VENUE, AND STATUTORY BASIS**

1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334 and the *Standing Order of Reference* from the United States District Court for the District of Connecticut (as amended). This is a core proceeding within the meaning of 28 U.S.C. § 157(b).

2. Venue in this District is proper pursuant to 28 U.S.C. §§ 1408 and 1409.

3. The statutory basis for the relief requested in this Motion is section 363(b) of the Bankruptcy Code.

### **RELIEF REQUESTED**

4. By this Motion, pursuant to section 363(b) of the Bankruptcy Code, the Trustee requests the entry of an order, substantially in the form of **Exhibit C** (the "Proposed Order") attached hereto, authorizing the Trustee to retain and employ EOCS to provide the Trustee with inspection services with respect to the Lady May.

### **BACKGROUND**

### **A. Lady May and Stipulated Order**

5. On February 3, 2021, the New York County Clerk of Court entered a judgment against the Debtor in the amount of \$116,402,019.57 (the "Judgment") in the litigation styled *Pac. All. Asia Opportunity Fund L.P. v. Kwok*, Index No. 652077/2017 (N.Y. Sup. Ct. Feb. 9, 2022), before Justice Ostrager in the New York Supreme Court.3 To ensure satisfaction of the Judgment, Justice Ostrager issued multiple orders restraining the Debtor's interest in the Lady May.

3 Judgment, *Pac. All. Asia Opportunity Fund L.P. v. Kwok*, Index No. 652077/2017 (N.Y. Sup. Ct. Feb. 3, 2021) (the "New York Action"), NYSCEF Doc. No. 716.

6. On February 9, 2022, in connection with the Debtor's moving of, and continuous failure to return, the Lady May, Justice Ostrager issued a final contempt order ordering the Debtor to remit \$134,000,000 to PAX by February 16, 2022.4

## **B. Chapter 11 Case**

7. On February 15, 2022 (the "Petition Date"), the Debtor filed with the Court a voluntary petition for relief under chapter 11 of the Bankruptcy Code. On March 21, 2022, the United States Trustee appointed an Official Committee of Unsecured Creditors (the "Committee") in the Debtor's Chapter 11 Case.

8. On March 1, 2022, PAX moved for relief from the automatic stay, to institute further proceedings to enforce Justice Ostrager's Final Contempt Order and compel the return of the Lady May from foreign waters.5 On April 11, 2022, HK USA consented to the entry of an order compelling the return of the Lady May to the jurisdiction of this Court,6 and on April 29, 2022, the Court entered its *Stipulated Order Compelling HK International Funds Investments (USA) Limited, LLC to Transport and Deliver that Certain Yacht, the "Lady May"* (the

## "Stipulated Order").

9. In accordance with the Stipulated Order and to secure its obligation to deliver the Lady May to the navigable waters of Connecticut, HK International Funds Investments (USA) Limited, LLC's ("HK USA") deposited \$37 million (the "Escrow Funds") with U.S. Bank

4 Decision and Order on Motion at 4, 10, *Pac. All. Asia Opportunity Fund L.P. v. Kwok*, Index No. 652077/2017 (N.Y. Sup. Ct. Feb. 9, 2022), NYSCEF Doc. No. 1181 (the "Final Contempt Order").

5 *Motion of Pacific Alliance Asia Opportunity Fund L.P. for Entry of an Order Confirming the Inapplicability of the Automatic Stay or, in the Alternative, Relief from the Automatic Stay Pursuant to Section 362(d)(2) of the Bankruptcy Code*, ECF No. 57.

6 *Statement of HK International Funds Investments (USA) Limited, LLC Regarding Motion of Pacific Alliance Asia Opportunity Fund L.P. for Entry of an Order Confirming the Inapplicability of the Automatic Stay or, in the Alternative, Relief from the Automatic Stay Pursuant to Section 362(d)(2) of the Bankruptcy Code*, ECF No. 203.

National Association.7 The Stipulated Order also requires HK USA "at its sole expense . . . to restore the Lady May to good working order."8

10. On July 8, 2022, the Court entered an order [Docket No. 523] granting the appointment of Luc A. Despins as the Trustee in the Chapter 11 Case.

11. On September 23, 2022, HK USA filed its *Motion for Order Establishing a Repair Reserve for the Lady May* [Docket No. 728] (the "Repair Reserve Motion") which sought, among other things, to establish a repair reserve of funds to return the Lady May to good working order.

12. On October 7, 2022, the Court entered the *Consent Order Granting HK International Funds Investments (USA) Limited, LLC's Motion for Order Establishing Repair Reserve for the Lady May* [Docket No. 930] (the "Repair Reserve Order") granting the Repair Reserve Motion, and establishing a repair reserve equaling \$4 million (the "Repair Reserve Amount"). The Repair Reserve Order requires the Trustee to hold the Repair Reserve Amount in escrow "solely for the purpose of securing the completion of the service, maintenance, and repairs required to be performed to restore the Lady May to good working order in accordance with the Stipulated Order."9

13. The Repair Reserve Order also provides the Trustee with the right, after receiving a certification from HK USA certifying that the required repairs to the Lady May have been completed, to "timely inspect the Lady May to confirm the completion of the corresponding Required Repairs (each, the 'Trustee Inspection,' and, the final Trustee Inspection after the

7 Stipulated Order at ¶¶ 1, 3, 11.

8 *Id.* at 11.

9 Repair Reserve Order ¶ i.

completion of all Required Repairs, the 'Final Trustee Inspection')."10 Finally, the Repair Reserve Order states that "[a]ny costs associated with a Trustee Inspection shall be borne by the Debtor's estate."11

14. In connection with the Trustee's obligation to secure the completion of the repairs required to restore the Lady May to good working order, and the Trustee's right to perform an inspection the Lady May, the Trustee requires a third party with the relevant expertise to inspect the Lady May.

## **EOCS' QUALIFICATIONS**

15. EOCS's services include engineering, design-build processes, program management, operations performance and assessments, facility assessments, improvements and certification, nuclear engineering and compliance, incident investigation, and marine surveys. Mr. White, President and CEO of EOCS, has spent the last four decades as a shipbuilder and operating engineer, leading teams to resolve operational problems, through root-cause analysis, mapping, and developing design and operational changes. Mr. White has participated in and overseen the testing for seaworthiness, certification, and delivery of hundreds of sea vessels, including 50 U.S. Navy submarines. He hold a bachelor's degree in Business Administration and Shipyard Management from the University of New Haven, and has held a United States Coast Guard Master Captain's License. Mr. White is also a member of the Association of Certified Marine Surveyors, the International Association of Marine Investigators, the Society of Naval Architects & Marine Engineers, and the American Society of Naval Engineers.

10 *Id.* ¶ ix.

11 *Id.*

16. Additionally, EOCS and Mr. White are already familiar with the Lady May, as they performed an inspection of the Lady May on July 13, 2022 on behalf of PAX as called for in the Stipulated Order.12 Thus, EOCS and Mr. White are particularly well qualified to conduct the necessary inspections of the Lady May.

## **SCOPE OF SERVICES13**

17. Subject to approval by the Court, the Trustee proposes to retain EOCS to provide Mr. White to perform an inspection of the Lady May in connection with the Trustee's rights and obligations under the Repair Reserve Order (the "Inspection Services"). As part of the Inspection Services, Mr. White may, among other things, conduct a visual inspection of the Lady May's engine room, midship hold, anchor locker, tender stowage, galley and crew quarters, owner and guest accommodations, salon, dining room, bar, bridge, decks, and freeboard above the waterline. The Inspection Services may also include:

- a) preparing and analyzing expert reports; - b) participating in meetings and telephone consultations; - c) giving deposition testimony; - d) testifying in court; and - e) providing other services as specified by the Trustee.

18. The Trustee submits that the foregoing Inspection Services are necessary to ensure the Lady May is in good working order in accordance with the Repair Reserve Order, so as to maximize the value of the estate.

12 Stipulated Order ¶ 11.

13 The following summary of the Engagement Agreement is qualified, in its entirety, by the terms of Engagement Agreement, attached hereto as **Exhibit A**.

### **EOCS' DISINTERESTEDNESS**

19. To the best of the Trustee's knowledge in reliance upon the White Declaration, and except as disclosed therein, neither Mr. White nor EOCS, nor any member or associate thereof, represents professionally, or has any connection with, the Trustee, the Debtor, his creditors,14 any other party-in-interest, their respective attorneys and accountants, the United States Trustee, or any person employed in the Office of the United States Trustee.

### **TERMS OF RETENTION**

20. As provided in the Repair Reserve Order, and in accordance with the terms of the Engagement Agreement, EOCS will be paid by the Debtor's estate for the services of Mr. White at the rate of \$175 (USD) per hour, plus travel costs at the rate of \$50 (USD) per hour.

### **FEE PROCESS**

21. The Trustee requests authorization that, in lieu of filing fee applications, the Trustee be authorized to file a notice with the Court attaching EOCS' invoices for the Inspection Services. Parties in interest will then have fourteen (14) days to object to such invoices. If no timely objections are filed with the Court, the Trustee is authorized to pay such invoices without further Court order. If any timely objections are filed, the Trustee may file a response to such objection(s) within seven (7) days thereafter, after which the Court will rule on the matter (the aforementioned process in connection with the EOCS invoices the "EOCS Fee Protocol"). Notwithstanding the foregoing, the EOCS Fee Protocol shall only apply as long as fees for any consecutive three (3) month period do not exceed \$30,000 and the aggregate amount of fees do not exceed \$50,000. If EOCS' fees over any consecutive three (3) month period exceed \$30,000, or the aggregate fees exceed \$50,000, then EOCS will file a fee application with the Court.

14 As noted above and in the White Declaration, EOCS has previously inspected the Lady May on behalf of PAX as called for in the Stipulated Order.

### **BASIS FOR RELIEF REQUESTED**

22. The Trustee requests that the Court authorize and approve his entry into the Engagement Agreement pursuant to section 363(b) of the Bankruptcy Code. Under applicable case law in this and other circuits, if a debtor's or trustee's proposed use of its assets pursuant to section 363(b) of the Bankruptcy Code represents a reasonable business judgment on the part of the debtor, such use should be approved. *See, e.g.*, *Comm. of Equity Sec. Holders v. Lionel Corp. (In re Lionel Corp.)*, 722 F.2d 1063, 1070 (2d Cir. 1983) ("The rule we adopt requires that a judge determining a § 363(b) application expressly find from the evidence presented before him at the hearing a good business reason to grant such an application."); *Comm. of Asbestos-Related Litigants v. Johns-Manville Corp. (In re Johns-Manville Corp.)*, 60 B.R. 612, 616 (Bankr. S.D.N.Y. 1986) ("Where the debtor articulates a reasonable basis for its business decisions (as distinct from a decision made arbitrarily or capriciously), courts will generally not entertain objections to the debtor's conduct").

23. The Trustee's payment of EOCS' fees (in accordance with the terms of the Engagement Agreement) is a sound exercise of the Trustee's business judgment. Mr. White has extensive experience inspecting yachts, and as discussed above is already familiar with the workings and condition of the Lady May. The Trustee believes that EOCS and Mr. White are the highly qualified to provide the inspection services contemplated under the Repair Reserve Order. In light of the foregoing, the Trustee believe that the retention of EOCS is appropriate and in the best interests of the Debtor's estate and his creditors.

24. For all the reasons, the Trustee submits that the payment of EOCS' fees on the terms set forth in the Engagement Agreement is reasonable and appropriate under the circumstances.

### **NOTICE**

25. Notice of this Motion has been given to the United States Trustee, the Debtor, the Committee, and, by electronic filing utilizing the Court's electronic filing ("CM/ECF") system, to all appearing parties who utilize the CM/ECF system.

## **NO PRIOR REQUEST**

26. No prior request for the relief sought in the Motion has been made to this or any other Court.

[*Remainder of page intentionally left blank.*]

WHEREFORE, for the foregoing reasons, the Trustee requests that the Court enter the

Proposed Order, substantially in the form attached hereto are **Exhibit C**, granting the Motion and such other and further relief as the Court deems just and proper.

Dated: December 8, 2022 LUC A. DESPINS, New Haven, Connecticut CHAPTER 11 TRUSTEE

By: /s/ Douglas S. Skalka

Douglas S. Skalka (ct00616) Patrick R. Linsey (ct29437) NEUBERT, PEPE & MONTEITH, P.C. 195 Church Street, 13th Floor New Haven, Connecticut 06510 (203) 821-2000 dskalka@npmlaw.com plinsey@npmlaw.com

*and*

Nicholas A. Bassett (admitted *pro hac vice*) PAUL HASTINGS LLP 2050 M Street NW Washington, D.C., 20036 (202) 551-1902 nicholasbassett@paulhastings.com

*and*

Avram E. Luft (admitted *pro hac vice*) Douglass Barron (admitted *pro hac vice*) PAUL HASTINGS LLP 200 Park Avenue New York, New York 10166 (212) 318-6079 aviluft@paulhastings.com douglassbarron@paulhastings.com

*Counsel for the Chapter 11 Trustee*

Case 22-50073 Doc 1212 Filed 12/09/22 Entered 12/09/22 09:35:57 Page 11 of 34

## **EXHIBIT A**

**Engagement Agreement**

- - - -

- - - - - - -

- -

Case 22-50073 Doc 1212 Filed 12/09/22 Entered 12/09/22 09:35:57 Page 16 of 34

## **EXHIBIT B**

**White Declaration**

# **UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION**

# **DECLARATION OF DEXTER WHITE IN SUPPORT OF CHAPTER 11 TRUSTEE'S MOTION, PURSUANT TO BANKRUPTCY CODE SECTION 363(b) TO RETAIN ENGINEERING OPERATIONS AND CERTIFICATION SERVICES, LLC TO INSPECT LADY MAY YACHT**

I, Dexter White, under penalty of perjury, declare as follows:

1. I am the President and CEO of Engineering Operations and Certification Services, LLC ("EOCS"), an engineering and operations consultancy based in Connecticut located at 16 Whitehall Pond Mystic, CT 06355. I make this declaration (the "Declaration") in support of the *Chapter 11 Trustee's Motion to Retain Engineering Operations and Certification Services, LLC to Inspect Lady May Yacht* (the "Motion"), in the chapter 11 case (the "Chapter 11 Case") of Ho Wan Kwok (the "Debtor").

2. I oversee the provision of EOCS's services, which include engineering, design-

build processes, program management, operations performance and assessments, facility

assessments, improvements and certification, nuclear engineering and compliance, incident

investigation, and marine surveys. I have spent the last four decades as a shipbuilder and operating engineer, leading teams to resolve operational problems, through root-cause analysis, mapping, and developing design and operational changes. I have participated in and overseen the testing for seaworthiness, certification, and delivery of hundreds of sea vessels, including 50 U.S. Navy submarines. I hold a bachelor's degree in Business Administration and Shipyard Management from the University of New Haven, and have held a United States Coast Guard Master Captain's License. I am a member of the Association of Certified Marine Surveyors, the International Association of Marine Investigators, the Society of Naval Architects & Marine Engineers, and the American Society of Naval Engineers.

3. My company EOCS was retained by Mr. Luc A. Despins, in his capacity as the Chapter 11 Trustee (the "Trustee") appointed in the Chapter 11 Case of the Debtor to assist in performing an inspection to assess the condition of the Lady May. Unless otherwise indicated below, I have personal knowledge of the matters set forth below, and if called as a witness, I could and would testify competently thereto.

4. In connection with the Trustee's obligation to secure the completion of the repairs required to restore the Lady May to good working order, and the Trustee's right to perform an inspection of the Lady May, I have been retained by the Trustee to inspect the Lady May and advise the Court whether it has been restored to good working order.

27. As part of my inspection of the Lady May, I will, among other things, conduct a visual inspection of the Lady May's engine room, midship hold, anchor locker, tender stowage, galley and crew quarters, owner and guest accommodations, salon, dining room, bar, bridge, decks, and freeboard above the waterline. Additionally, as part of my services for the Trustee, I may:

- a) prepare and analyze expert reports; - b) participate in meetings and telephone consultations; - c) give deposition testimony; - d) testify in court; and - e) provide other services as specified by the Trustee.

5. EOCS charges for my services at a rate of \$175 (USD) per hour, plus travel costs at the rate of \$50 (USD) per hour.

6. To the best of my knowledge and belief after due inquiry, other than my previous work inspecting the Lady May on behalf of PAX, I have no connection with the Trustee, Debtor, his creditors, any other party-in-interest, their respective attorneys and accountants, the United States Trustee, or any person employed in the Office of the United States Trustee as have been identified to me by Paul Hastings LLP.

7. I attach to this Declaration, as Schedule 1, a consolidated list of parties in interest in connection with the Chapter 11 Cases that has been produced by Paul Hastings LLP and provided to me before signing this Declaration that I am informed includes:

- a. parties listed as creditors, executory contract counterparties, and codebtors on the Debtor's Schedules D, F, G, and H [Docket No. 78]; - b. parties listed on the Debtor's Statement of Financial Affairs ("SOFA") [Docket No. 77], including (i) as recipients of payments within 90 days prior to the filing of the chapter 11 case (SOFA Part 3, Question 6); (ii) parties involved in litigation in which the Debtor is a party (SOFA Part 4, Question 9); and businesses owned by the Debtor (SOFA Part 11, Question 27). - c. parties and counsel filing notice of appearances in the Debtor's chapter 11 case;

d. the Court and personnel of the office of the United States Trustee; and

e. other parties in interest that I have become aware of as a result of the Trustee's ongoing investigation of the Debtor's assets.

8. I maintain records of my current and former clients and, with respect to any engagement, adverse persons. Before signing this Declaration, I have checked against such records all of the names listed on Schedule 1 (collectively, the "Interested Parties").

9. To the best of my knowledge and belief, other than my previous work inspecting the Lady May on behalf of PAX, I have no relationship or connection with the Interested Parties or with any other creditor of the Debtor.

10. While I have made a diligent effort to ascertain the identity of any connections or potential conflicts with the Interested Parties, to the extent that any additional information comes to light, I will review, disclose, and resolve any conflict or adverse interests that may appear.

11. Based on the foregoing, insofar as I have been able to ascertain based on the information currently available to me: (a) I have no connection with the Debtor, his creditors, the U.S. Trustee, any person employed in the office of the U.S. Trustee, or any other party with an actual or potential interest in the Chapter 11 Case or their respective attorneys or accountants; and (b) (i) I am not a creditor, equity security holder, or insider of the Debtor or his affiliates, (ii) I have not been, within two years before the Petition Date, a director, officer, or employee of the Debtor or his affiliates, and (iii) I have no interest materially adverse to the interests of the Debtor's estate or any class of creditors or equity security holders by reason of any direct or indirect relationship to, connection with, or interest in the Debtor, or for any other reason. Therefore, I understand from my discussions with Paul Hastings LLP that this means I am a

"disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, as

modified by section 1107(b).

Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the above statements are true and correct.

Dated: December 7, 2022, at Mystic, Connecticut

*/s/*

Dexter White

## **SCHEDULE 1**

### **SCHEDULE OF PARTIES IN INTEREST**

### **20 LARGEST UNSECURED CREDITORS**

PACIFIC ALLIANCE ASIA OPPORTUNITY GOLDEN SPRING NEW YORK RUI MA CHENG JIAN WU JIAN SHE NING YE GUO BAOSHENG YAN LAN & WU ZHENG HONG QI QU NAN TONG SI JIAN JIAN GONG YAN ZHAO YUA HUA ZHUANG SHI LIEHONG ZHUANG/XIAO YAN ZHU WEICAN MENG/BOXUN INC. SAMUEL NUNBERG LAMP CAPITAL LLC JUN CHEN AKA JONATHAN HO YUE HUA ZHU SHI XIONG XIAN WEI YE HUIZEN WANG

### **DEBTOR, FAMILY MEMBERS, AND CERTAIN RELATED ENTITIES**

HO WAN KWOK (A.K.A MILES GWOK, MILES GUO AND WENGUI GUO) HING CH NGOK/YUE QINGZHI QIANG GUO MEI GUO/MEI GUI HK INTERNATIONAL FUNDS INVESTMENTS (USA) LIMITED, LLC BRAVO LUCK LIMITED GENEVER HOLDINGS CORPORATION GENEVER HOLDINGS LLC

### **BANKRUPTCY JUDGE AND U.S. TRUSTEE PERSONNEL**

HONORABLE JULIE A. MANNING WILLIAM HARRINGTON KIM L. MCCABE HOLLEY CLAIBORN JOSEPH H. FLAMINI ERIN HOGAN STEVEN MACKEY FRANK MARINO JENNIFER J. MOREY NICOLE NEELY SHARON WARNER JOHN GERVAIS

**OTHER INTERESTED PARTIES**

7 NOD HILL LLC, 7 STAR EAST NY LLC AAGV LIMITED ABRAMS FENSTERMAN, LLP ACA CAPITAL GROUP LIMITED ACA INVESTMENT FUND ACA INVESTMENT MANAGEMENT LTD. ACASS CANADA LTD. ACE DECADE HOLDINGS LIMITED AI GROUP HOLDINGS INC., ALFA GLOBAL VENTURES LIMITED ALFONSO GLOBAL LIMITED ALLIED CAPITAL GLOBAL LIMITED ALPINE FIDUCIARIES SA AN HONG ANDREW SULNER/FORENSIC DOCUMENT EXAMINATIONS, LLC ANTON DEVELOPMENT LIMITED APSLEY YACHTS LIMITED ARETHUSA FORSYTH ARI CASPER ASSETS SINO LIMITED AUSPICIOUS COAST LIMITED BAIQIAO TANG A/K/A TANG BAIQIAO BAKER HOSTETLER LLP BARCLAYS BANK PLC BEIJING BI HAI GE LIN YUAN LIN LU HUA, LTD. BEIJING CHENG JIAN WU JIAN SHE GROUP, LTD. BEIJING FU LE HONG MA JIAN ZHU ZHUANG SHI GONG CHENG, LTD. BEIJING PANGU INVESTMENT CO. BEIJING ZENITH HOLDINGS CO. BEIJING ZHONG XIAN WEI YE STAINLESS DECORATION CENTER BERKELEY ROWE BERNARDO ENRIQUEZ BNY MELLON, N.A. BOIES SCHILLER BOXUN INC. BRANCH BROWN HARRIS STEVENS BROWN RUDNICK, LLP BSA STRATEGIC FUND I BURNETTE SHUTT AND MCDANIEL PA CAHILL GORDON & REINDEL LLP CAPITAL ONE BANK CHAO-CHIH CHIU CHASE BANK CHENGLONG WANG CHIESA SHAHINIAN & GIANTOMASI PC CHINA GOLDEN SPRING GROUP (HONG KONG) LIMITED CHONG SHEN RAPHANELLA CHUANG XIN LTD. CITIBANK CLARK HILL PLC CLAYMAN & ROSENBERG LLP CLAYMAN ROSENBERG KIRSHNER & LINDER LLP COHN BIRNBAUM & SHEA P.C.

COUNSEL PRESS INC. CRANE ADVISORY GROUP LLC CREATIVE APEX INVESTMENTS LIMITED CRYSTAL BREEZE INVESTMENTS LIMITED DANIEL PODHASKIE DANIEL S. ALTER DANYU LIN DAWN STATE LIMITED DONGNA FANG DWF LLP EASTERN PROFIT CORPORATION LIMITED EDUARDO EURNEKIAN ELITE WELL GLOBAL LIMITED ELLIOTT KWOK LEVINE & JAROSLAW LLP EMPIRE GROWTH HOLDINGS ERIC GOLDSMITH MD, LLC FAN BINGBING FIONA YU FIRST ABU DHABI BANK FORBES HARE FREEDOM MEDIA VENTURE LTD G CLUB OPERATIONS LLC G CLUB US OPERATIONS INC. G CLUB US OPERATIONS LLC G FASHION LLC G FASHION US OPERATIONS INC. G LIVE, LLC G NEWS LLC, GANFER SHORE LEEDS & ZAUDERER GAO BINGCHEN GBROADCAST, LLC G-CLUB G-CLUB INVESTMENTS LIMITED GETTR USA GFASHION MEDIA GROUP INC., GFNY, INC GLENN MELLOR GLOBALIST INTERNATIONAL LIMITED GMUSIC, GNEWS LLC, GNEWS MEDIA GROUP INC., GOLDFARB & HUCK ROTH RIOJAS, PLLC GPOSTS LLC GREENWICH LAND LLC G-TRANSLATORS PTY LTD GTV MEDIA GROUP, INC., GUO LIJIE GUO MEDIA GUO WENOUN GUO WENPING GUY PETRILLO HAIHONG WANG HAMILTON CAPITAL HOLDINGS INC HAN CHUNGUANG HAO HAIDONG HARCUS PARKER LTD.

HCHK PROPERTY MANAGEMENT, INC. HCHK TECHNOLOGIES, INC. HCHK TECHNOLOGIES, LLC HE BEI YUE HUA ZHUANG SHI GONG CHENG LTD. HEAD WIN GROUP LIMITED HELEN MANIS HENAN YUDA HERO GRAND LIMITED HIMALAYA EMBASSY HIMALAYA EXCHANGE HIMALAYA FEDERAL RESERVE HIMALAYA INTERNATIONAL CLEARING LTD. HIMALAYA INTERNATIONAL FINANCIAL GROUP LTD HIMALAYA INTERNATIONAL PAYMENTS LTD. HIMALAYA INTERNATIONAL RESERVES LTD. HIMALAYA NEW WORLD INC. HIMALAYA SUPERVISORY ORGANIZATION HING CH NGOK HONG KONG INTERNATIONAL FUNDS INVESTMENTS LIMITED HONG QI QU JIAN SHE GROUP, LTD. HONG ZENG HSBC HUDSON DIAMOND HOLDING INC. HUDSON DIAMOND HOLDING LLC HUDSON DIAMOND LLC HUDSON DIAMOND NY LLC INFINITE INCREASE LIMITED INFINITUM DEVELOPMENTS LIMITED INSIGHT CAPITAL INSIGHT PHOENIX FUND JACK S. LIPSON JANOVER LLC JASON MILLER JENNIFER MERCURIO JESSE BROWN JIA LI WANG JIA YANG LI JIAMEI LU JIAN FAN JIANG SU PROVINCE JIAN GONG GROUP LTD BEIJING BRANCH JIANG YUNFU BE JIANHU YI JIANSHENGXIE AND JIEFU ZHENG JING GENG JOHN S LAU JONATHAN YOUNG JUMBO CENTURY LIMITED JUN LIU JUNE SHI KAIXIN HONG KARIN MAISTRELLO, KATHLEEN SLOANE KERCSMAR FELTUS & COLLINS PLLC KEYI ZIKLIE KUI CHENG LALIVE SA

LAO JIANG LAW FIRM OF CALLARI PARTNERS, LLC LAWALL & MITCHELL, LLC LEADING SHINE LIMITED LEADING SHINE NY LTD LEE VARTAN LIEHONG ZHUANG LIHONG WEI LAFRENZ (AKA SARA WEI) LINDA HE CHEUNG LOGAN CHENG (F/K/A SHUIYAN CHENG) LONG GATE LIMITED MACDONALD MAR-A-LAGO MAUNAKAI CAPITAL MAX KRASNER MCELROY, DEUTSCH, MULVANEY & CARPENTER, LLP MELISSA MENDEZ MILES GUO MILES GWOK MOA-FU NEW DYNAMIC DEVELOPMENT LIMITED NEW FEDERAL STATE OF CHINA NEW TREASURE LLC NEXT TYCOON INVESTMENTS LIMITED NOBLE FAME GLOBAL LIMITED NOVELTY HILL LTD. O'MELVENY & MYERS LLP O'NEAL WEBSTER OGIER PACIFIC ALLIANCE ASIA OPPORTUNITY FUND L.P. PAUL WEISS PETRILLO KLEIN & BOXER LLP PHILLIPS NIZER LLP PHOENIX CREW IC LIMITED PULLMAN & COMLEY, LLC QIQHUA FAN QU GUOJIAO QUIJU JIA RANDAZZA LEGAL GROUP, PLLC ROBINSON & COLE LLP RONG ZHANG ROSS HEINEMEYER ROY D. SIMON RUIZHENG AN RULE OF LAW FOUNDATION III RULE OF LAW SOCIETY IV INC RUQUIN WANG SAIL VICTORY LIMITED SAMUEL DAN NUNBERG SARA WEI (A/K/A LIHONG WEI LAFRENZ) SARACA MEDIA GROUP, INC., SCHULMAN BHATTACHARYA, LLC SELAS MONTBRIAL AVOCATS SEVEN MISSION GROUP LLC SHANE D SHOOK SHERRY-NETHERLAND, INC.

SHI JIA ZHUANG ZHEN YUAN JIAN ZHU AN ZHUANG GONG CHENG LTD BEJING FIRST SHINY ACE INNOVATION CO LTD SHINY ACE LIMITED SHINY TIMES LTD. SHUANG WANG SPIRIT CHARTER INVESTMENT LIMITED STANDARD CHARTERED BANK STEPHEN WONG STEVE BANNON, STEVENSON WONG STOKES LAWRENCE, PS STRATEGIC VISION LLC TELI CHEN THE CASPER FIRM THE FRANCIS FIRM PLLC THE LAW OFFICES OF RAFAEL A. VARGAS THE SHERRY-NETHERLAND HOTEL THOMAS RAGLAND THREE TREASURE LLC TM PRIMROSE LIMITED TROUTMAN PEPPER HAMILTON SANDERS LLP TROY LAW PLLC U.S. LEGAL SUPPORT, INC. UBS AG (LONDON BRANCH) UBS AG (LONDON) UK HIMALAYA LTD. UNA MANYEE WILKINSON US HIMALAYA LTD. VERDOLINO & LOWEY VERITEXT VOICE OF GUO MEDIA, INC. VX CERDA & ASSOCIATES WA&HF LLC WARD & BERRY, PLLC WEICAN ("WATSON") MENG WEIGUO SUN WEIXIANG GE WELL ORIGIN LTD. WEN LIN WENG WHITECROFT SHORE LIMITED WHITMAN BREED ABBOTT & MORGAN LLC WILLIAM BRADLEY WENDEL WILLIAM GERTZ WILLIAM JE (JE KIN MING) WILLIAMS & CONNOLLY WORLD CENTURY LIMITED, WORLDWIDE OPPORTUNITY HOLDINGS LIMITED WU ZHENG XIAO YAN ZHU XIAODAN WANG XINGYU YAN XIQUI ("BOB") FU YA LI YACHTZOO SARL YAN GAO

YAN HUANG YANG LAN YANKWITT LLP YANPING WANG YAZ QINGUA YELIANG XIA YI LI YING LIU YUE HUA ZHU SHI YUNXIA WU YVETTE WANG ZEICHNER ELLMAN & KRAUSE LLP ZEISLER & ZEISLER, P.C. ZHANG WEI ZHENG WU (A/K/A BRUNO WA) ZHENGJUN DONG ZIBA LIMITED

# **EXHIBIT C**

**Proposed Order**

## **UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION**

# **ORDER GRANTING CHAPTER 11 TRUSTEE'S MOTION TO RETAIN ENGINEERING OPERATIONS AND CERTIFICATION SERVICES, LLC TO INSPECT LADY MAY YACHT**

Upon the motion (the "Motion")2 of the Trustee for the entry of an order authorizing the Trustee to retain EOCS, pursuant to the terms and conditions of the Engagement Agreement, to authorize and approve, pursuant to section 363(b) of the Bankruptcy Code, the Trustee's entry into the Engagement Agreement, all as more fully set forth in the Motion; and upon consideration of the White Declaration; and it appearing that this Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334 and the Standing Order of Reference from the United States District Court for the District of Connecticut (as amended); and consideration of the Motion and the relief requested therein being a core proceeding pursuant to 28 U.S.C. § 157(b); and venue being proper in this Court pursuant to 28 U.S.C. §§ 1408 and 1409; and the Court having found that that it may enter a final order consistent with Article III of the United

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

States Constitution; and due and sufficient notice of the Motion having been given; and it appearing that no other or further notice need be provided; and the Court having found and determined that the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; and it appearing that the relief requested by the Motion is in the best interest of the Debtor's estate and creditors; and upon all of the proceedings had before the Court and after due deliberation and sufficient cause appearing therefor, itis hereby ORDERED THAT:

1. The Motion is granted as set forth herein.

2. The Trustee is authorized to retain and employ EOCS effective as of November 23, 2022 on the terms set forth in the Motion and, the White Declaration.

3. EOCS is authorized to perform those services described in the Motion.

4. The Debtor's estate shall be responsible for EOCS' compensation and reimbursement of expenses in the Chapter 11 Case.

5. In lieu of filing fee applications, the Trustee is authorized to file a notice with the Court attaching EOCS' invoices for the Inspection Services. Parties in interest shall then have fourteen (14) days to object to such invoices. If no timely objections are filed with the Court, the Trustee is authorized to pay such invoices without further Court order. If any timely objections are filed, the Trustee may file a response to such objection(s) within seven (7) days thereafter, after which the Court will rule on the matter (the aforementioned process in connection with the EOCS invoices, the "EOCS Fee Protocol"). Notwithstanding the foregoing, the EOCS Fee Protocol shall only apply as long as fees for any consecutive three (3) month period do not exceed \$30,000 and the aggregate amount of fees does not exceed \$50,000. If EOCS' fees over any consecutive three (3) month period exceed \$30,000, or the aggregate fees exceed \$50,000, then EOCS shall file a fee application with the Court.

6. Allowance of any compensation for EOCS shall be limited to the extent of services actually performed, and expenses actually incurred.

7. Pursuant to section 363(b) of the Bankruptcy Code, the Trustee's entry into the Engagement Agreement is hereby authorized and approved.

8. The Trustee is authorized and empowered to take all actions necessary to effectuate the relief granted in this Order.

9. The requirements of the Local Bankruptcy Rules are satisfied by the contents of the Motion.

10. The terms and conditions of this Order shall be immediately effective and enforceable upon its entry notwithstanding the possible applicability of Bankruptcy Rules 6004(g), 7062 or 9014.

11. To the extent the Motion and the White Declaration are inconsistent with this Order, the terms of this Order shall govern.

12. The terms and conditions of this Order shall be immediately effective and enforceable upon its entry.

13. This Court shall retain jurisdiction with respect to all matters arising from or related to the implementation, interpretation, and enforcement of this Order.

## **UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION**

| | x | | |---------------------------|---|----------------------------| | | : | | | In re: | : | CHAPTER 11 | | | : | | | 1 HO WAN KWOK, et al., | : | CASE NO. 22-50073 (JAM) | | | : | | | Debtors. | : | Jointly Administered | | | x | |

# **CERTIFICATE OF SERVICE**

The undersigned hereby certifies that on December 9, 2022 the foregoing Application was

filed electronically. Notice of this filing will be sent by e-mail to all parties by operation of the

Court's electronic filing system or by mail to anyone unable to accept electronic filing pursuant to

the Notice of Electronic Filing. Parties may access this filing through the Court's system.

Dated: December 9, 2022 LUC A. DESPINS,

New Haven, Connecticut CHAPTER 11 TRUSTEE

By: /s/Douglas S. Skalka Douglas S. Skalka (ct00616) NEUBERT, PEPE & MONTEITH, P.C. 195 Church Street, 13th Floor New Haven, Connecticut 06510 (203) 821-2000 dskalka@npmlaw.com