郭文贵破产案 · PETITION · ECF #2933

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

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

## **COVERSHEET FOR SECOND INTERIM FEE APPLICATION OF HARNEY WESTWOOD & RIEGELS LP**

| Interim Application of: | | Harney Westwood & Riegels LP | | | | | |------------------------------------|--------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------|--|----------------|--| | Time Period: | | August 1, 2023 through December 31, 2023 | | | | | | Bankruptcy Petition Filed: | | | February 15, 2022 | | | | | Date of Entry of Retention Orders: | | October 3, 2022 [ECF No. 909] (effective as of July 31,<br>2022, as to Individual Debtor) and January 4, 2023 [ECF<br>No. 1247] (effective as of November 21, 2022, as to<br>Genever (BVI)) | | | | | | Amount Requested | | | Reductions | | | | | Fees: | \$101,597.00 | | Voluntary Fee Reductions: | | none | | | Expenses: | \$1,825.00 | | Voluntary Expenses Reductions: | | none | | | Total: | \$103,422.00 | | | | | | | Fees Previously Requested: | | | Retainer Request: | | | | | Requested Fees: | \$438,648.00 | | None | | | | | Awarded Fees: | \$438,648.00 | | | | | | | Paid Fees: | \$438,648.00 | | | | | | | Expenses Previously Requested: | | | Expense Detail: | | | | | Requested Expenses: | \$41,729.06 | | Retainer Received: | | Not applicable | | | Awarded Expenses: | \$41,729.06 | | Copies per page cost & total: Not applicable | | | | | Paid Fees: | \$41,729.06 | | | | | |

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 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).

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

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

## **SECOND INTERIM FEE APPLICATION OF HARNEY WESTWOOD & RIEGELS LP, AS BRITISH VIRGIN ISLANDS COUNSEL, FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR PERIOD FROM AUGUST 1, 2023 THROUGH DECEMBER 31, 2023**

Pursuant to sections 105(a), 328, 330, and 331 of title 11 of the United States Code (such title, hereinafter, the "Bankruptcy Code"), Rule 2016 of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules"), Rule 2016-1 of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Connecticut (the "Local Rules"), and the *Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Retained Professionals, dated August 18, 2023* [Docket No. 2094] (the "Interim Compensation Order"), Harney Westwood & Riegels LP ("Harneys"), as British Virgin Islands ("BVI") counsel to (a) Luc A. Despins, in his capacity as the chapter 11 trustee (the "Trustee") appointed in the chapter 11 case of Ho Wan Kwok (the "Individual Debtor") and (b) Genever Holdings Corporation ("Genever (BVI)"), hereby files this *Second Interim Application of*

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).

*Harneys Westwood & Riegels LP., as British Virgin Islands Counsel, for Compensation and Reimbursement of Expenses for the Period from August 1, 2023 through December 31 , 2023* (the "Application"). By this Application, Harneys requests interim allowance of professional fees incurred during the period from August 1, 2023 through and including December 31, 2023 (the "Application Period") in these chapter 11 cases. In support of this Application, Harneys respectfully states as follows:

#### **JURISDICTION, VENUE, BASES FOR RELIEF, AND COMPLIANCE**

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. This matter is a core proceeding within the meaning of 28 U.S.C. § 157(b)(2). Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409.

2. The legal predicates for the relief requested herein are sections 328, 330, and 331 of the Bankruptcy Code, Bankruptcy Rule 2016, and Local Rule 2016-1.

3. Harneys believes that this Application, together with the attachments hereto, substantially complies with the Bankruptcy Rules, Local Rule 2016-1, and the *United States Trustee's Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 Cases* (the "U.S. Trustee Guidelines").2 Harneys respectfully requests a waiver of any of the foregoing requirements not met by this Application.

4. Attached and incorporated herein by reference are the following Exhibits:

**Exhibit A** contains the Proposed Order granting this Application.

² Harneys reserves all rights as to the relevance and substantive legal effect of the U.S. Trustee Guidelines with respect to any application for compensation in these chapter 11 cases.

- **Exhibit B** is a timekeeper summary that includes the name, title, bar admission, hourly billing rate, aggregate hours, and amount of fees earned for each Harneys individual who provided services during the Application Period; - **Exhibit C** is a summary of expenses incurred and reimbursement sought, by expense type, during the Application Period; and - **Exhibit D** contains the detail of the fees and expenses incurred during the Application Period.

## **BACKGROUND**

## **I. Individual Debtor's Chapter 11 Case**

5. On February 15, 2022 (the "Petition Date"), the Individual Debtor filed a voluntary petition for relief under the Bankruptcy Code in the United States Bankruptcy Court for the District of Connecticut (Bridgeport Division) (the "Court").

6. On March 21, 2022, the United States Trustee appointed an Official Committee of Unsecured Creditors (the "Committee") in the Individual Debtor's chapter 11 case. No examiner has been appointed in the Individual Debtor's chapter 11 case.

7. On June 15, 2022, the Court entered a memorandum of decision and order [ECF No. 465] (the "Trustee Order") directing the United States Trustee to appoint a chapter 11 trustee in the Individual Debtor's chapter 11 case.

8. Pursuant to the Trustee Order, the United States Trustee selected Luc A. Despins as the Trustee. On July 8, 2022, the Court entered an order granting the appointment of Luc A. Despins as the Trustee in the Individual Debtor's chapter 11 case.

9. By order entered October 3, 2022, the Court authorized Harney's retention as British Virgin Islands counsel for the Trustee [Docket No. 669] (together with the retention order with respect to Genever (BVI) [Docket No. 1286], the "Retention Order") effective as of July 31, 2022 in the Individual Debtor's chapter 11 case. The Retention Order authorizes Harneys to be compensated on an hourly basis and reimbursed for actual and necessary out-of-pocket expenses

pursuant to sections 328 and 330 of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, and such orders as the Court may direct.

10. On August 18, 2023, the Court entered the Interim Compensation Procedures Order, which, among other things, approves procedures for the payment of 80% of fees and 100% of expenses on a monthly basis.

#### **II. Genever (BVI)'s Chapter 11 Case**

11. On October 11, 2022, Genever (BVI) filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code with this Court.

12. No trustee, examiner, or official committee of unsecured creditors has been appointed in Genever (BVI)'s chapter 11 case.

13. October 14, 2022, the Court entered an order granting joint administration of the Individual Debtor's chapter 11 case and Genever (BVI)'s chapter 11 case [ECF No. 970].

14. On January 4, 2023, the Court granted Genever (BVI)'s application to retain Harneys as counsel to Genever (BVI) in its chapter 11 case, effective as of its petition date, *i.e.*, November 21, 2022 [ECF No. 1286].

#### **III. First Interim Fee Application**

15. On October 16, 2023, Harneys filed its *First Interim Fee Application of Harney Westwood & Riegels LP, as British Virgin Islands Counsel, for Compensation and Reimbursement of Expenses for Period From July 31, 2022 Through July 31, 2023* [Docket No. 2259] (the "First Interim Fee Application"), requesting interim allowance of professional fees incurred during the period from July 31, 2022 through and including July 31, 2023 in these chapter 11 cases.

16. On November 30, 2023, the Court granted the First Interim Fee Application.

#### **ALLOWANCE REQUEST**

17. The Applicant is applying for compensation pursuant to Sections 330 and 331 of the Bankruptcy Code for legal services performed for the Trustee and Genever (BVI) during the Application Period.

18. For the Application Period, the Applicant seeks allowance of \$101,597.00 as compensation for services rendered and allowance and reimbursement of \$1,825 in expenses incurred in connection with such services. The Applicant devoted 116.8 hours to this case during the Application Period, equating to an overall blended rate of \$869.83.

19. Harneys did not submit any monthly fee statements during the Application Period, and, accordingly, by this Application, Harneys is requesting allowance and payment of the full amount of fees and expenses incurred during the Application Period.

20. Throughout the Application Period, the Applicant maintained records to indicate the name of each attorney or paraprofessional working on this matter, the time spent on a particular issue, and the nature of the work performed. These records, which describe in detail the services rendered by the Applicant, were created at the approximate time the services were performed.

21. Annexed hereto and made a part hereof as **Exhibit D** is a detailed billing report, upon which this application is based that contains each individual professional's time for the Debtors' bankruptcy proceedings, itemizing the dates upon which services were rendered, including a summary of the services on each of such dates by each person rendering the service, the time spent in rendering such service, and the dollar value of such services.

#### **SUMMARY OF SERVICES RENDERED**

22. Harneys has continued to provide detailed and strategic advice in relation to the interplay between the chapter 11 cases and the BVI during the Application Period, including in seeking assistance from the BVI courts in securing assets belonging to the Individual Debtor's estate and related disclosure orders against third parties (including BVI registered agents).

23. For example, Harneys assisted the Trustee in connection with discovery sought by the Trustee in connection with the adversary proceeding relating to the private residence located at 675 Ramapo Valley Road, Mahwah, New Jersey 07430 (the "Mahwah Mansion"), performing research in connection with individuals and entities in various foreign jurisdictions, and gathering information regarding service addresses for various discovery targets.

24. In addition, at the instruction of the Trustee, Harneys took steps to identify the registered agents for various BVI corporate entities believed to be owned and/or controlled by the Individual Debtor and worked on additional disclosure applications to obtain documents from registered agents in the BVI pertaining to corporate entities that the Trustee has reason to believe were owned and/or controlled by the Individual Debtor. Harneys also assisted the Trustee in preparing the complaint against Ace Decade Holdings Limited, Yvette Wang, and Rui Hao seeking to void the transfer of the Ace Decade shares by Yvette Wang to Rui Hao. Harneys provided detailed advice in relation to serving various directors of Kwok entities in Switzerland, Mauritius, and Cayman and the subsequent effect on enforceability of judgments.

25. The work undertaken by Harneys team was substantial, involved numerous applications, drafting of detailed evidence and written and oral advocacy before the BVI court, and the preparation of numerous corporate documents. The disclosures obtained by Harneys

were also instrumental for the Trustee to formulate and assert claims against associates of the Individual Debtor.

#### **PRIOR APPLICATION**

26. No prior application for the relief requested has been made. And, as noted, Harneys has not received any payment of the fees incurred during the Application Period.

## **LEGAL AUTHORITY FOR COMPENSATION**

27. All of the professional services for which this award is being sought hereby were rendered solely on behalf of the Trustee and Genever (BVI) in connection with the chapter 11 cases herein.

28. Applicant respectfully submits that its services have benefited the Trustee and Genever (BVI) with the expertise and skill required in the handling of bankruptcy matters. The legal services for which such compensation is requested were performed for and on behalf of the Trustee and Genever (BVI). Such services have been necessary to protect and enforce the rights and interests of the Trustee and Genever (BVI) in connection with these chapter 11 cases. The reasonable value of services rendered by Harneys in these cases is based upon Harneys usual hourly rates for matters of this nature.

29. Section 330 of the Bankruptcy Code prescribes the general standards for determining the amount of compensation to be paid to professionals. The Applicant submits that the amount sought for the Application Period represents reasonable compensation for professional services rendered based upon the time spent, the nature, the extent, and the value of such services, taking into account the cost of comparable services in a non-bankruptcy case.

30. Section 331 of the Bankruptcy Code provides for interim compensation of professionals and incorporates the substantive standards of section 330 of the Bankruptcy Code

to govern the Court's award of such compensation. Section 330(a) of the Bankruptcy Code provides that, after notice and a hearing, the Court may award a professional employed under 11 U.S.C. § 327 "reasonable compensation for actual, necessary services rendered" and "reimbursement for actual, necessary expenses." 11 U.S.C. § 330(a)(1).3

31. In determining the amount of "reasonable compensation," the Court must consider the nature, extent, and value of the services, taking into account all the relevant factors, including the time spent on such services, the rates charged for such services, whether the services were necessary and beneficial, whether the services were performed in a reasonable amount of time commensurate with the complexity, importance, and nature of the problem, issue, or task addressed, and whether the compensation is reasonable based on the customary compensation charged by comparably skilled practitioners in cases other than cases under the Bankruptcy Code. See 11 U.S.C. § 330(a)(3). The Court enjoys "considerable discretion in determining reasonable fee awards." *In re Ahead Communication Systems, Inc.*, 395 B.R. 512 (D. Conn. 2008).

32. In assessing the "reasonableness" of the fees requested, the Second Circuit has stated that courts should consider the factors enumerated in *Johnson v. Ga. Highway Express, Inc.*, 4 while also incorporating the "lodestar method." *See Arbor Hill Concerned Citizens*

³ Under section 328(a) of the Bankruptcy Code, with bankruptcy court approval, a trustee may employ professional persons under section 327(a) of the Bankruptcy Code "on any reasonable terms and conditions of employment, including on a retainer, on an hourly basis, on a fixed or percentage fee basis, or on a contingent fee basis." 11 U.S.C. § 328(a).

⁴ The twelve *Johnson* factors are (1) the time and labor required, (2) the novelty and difficulty of the questions, (3) the skill requisite to perform the legal service properly, (4) the preclusion of other employment by the attorney due to acceptance of the case, (5) the customary fee, (6) whether the fee is fixed or contingent, (7) the time limitations imposed by the client or the circumstances, (8) the amount involved and the results obtained, (9) the experience, reputation, and ability of the attorneys, (10) the "undesirability" of the case, (11) the nature and length of the professional relationship with the client, and (12) awards in similar cases. *Johnson*, 488 F.2d at 717-19.

*Neighborhood Ass'n v. County of Albany and Albany County Bd. of Elections*, 522 F.3d 182, 190 (2d Cir. 2007) (*citing Johnson v. Ga. Highway Express, Inc.*, 488 F.2d 714 (5th Cir.1974), *abrogated on other grounds* by *Blanchard v. Bergeron*, 489 U.S. 87, 92–93, 96 (1989)). The "lodestar method" of calculating the reasonable fee contemplates "the number of hours reasonably expended . . . multiplied by a reasonable hourly rate." *See Hensley v. Eckerhart*, 461 U.S. 424, 433 (1983); *Gisbrecht v. Barnhart*, 535 U.S. 789, 801 (2002); *Perdue v. Kenny A.*, 130 S.Ct. 1662, 1672 (2010); *In re Drexel Burnham Lambert Grp., Inc.*, 133 B.R. 13 (Bankr. S.D.N.Y. 1991). The factors set forth in *Johnson* and *In re First Colonial Corp. of Am.*, 544 F.2d 1291, 1298–99 (5th Cir. 1977) have been adopted by most courts.5 *See In re Nine Assocs., Inc.*, 76 B.R. 943, 945 (S.D.N.Y. 1987) (adopting *First Colonial/Johnson* analysis); *In re Cuisine Magazine, Inc.*, 61 B.R. 210, 212–13 (Bankr. S.D.N.Y 1986) (same); *Green v. City of New York*, 403 F. Appx. 626, 629 (2d Cir. 2010) (summary order); *see generally* 3 COLLIER ON BANKRUPTCY ¶ 330.03[9] (Lawrence P. King ed., 16th ed. 2016) (describing *First Colonial* and *Johnson* as the "leading cases with regard to the factors to be considered in determining a reasonable allowance of compensation").

33. In accordance with the factors enumerated in section 330 of the Bankruptcy Code and applicable case law, the amount requested herein by Harneys is fair and reasonable.

## **STATUTORY COMPLIANCE**

34. No agreement or understanding exists between Harneys and any other person for the sharing of compensation received or to be received for services rendered in or in connection with this matter. Harneys will not, in any form or guise, share or agree to share compensation

⁵ The factors articulated in *First Colonial* were first articulated by the Fifth Circuit in *Johnson*, with the *First Colonial* court adding the factor of the "spirit of economy," which was later rejected by Congress. *See Stroock & Stroock & Lavan v. Hillsborough Holdings Corp. (In re Hillsborough Holdings Corp.)*, 127 F.3d 1398, 1403 (11th Cir. 1997).

for services with any person, nor will Harneys share in the compensation for any other person rendering service in these cases, except as so provided by Section 504(b) of the Bankruptcy Code and Rule 2016 of the Bankruptcy Rules.

#### **RESERVATION OF RIGHTS**

35. To the extent that time or disbursement charges for services rendered or expenses incurred during the Application Period are not included in this Application, or Harneys has for any reason not sought compensation or reimbursement with respect to such services, Harneys reserves the right to request compensation and reimbursement for such services in a supplemental or future application in these chapter 11 cases. Also, Harneys does not waive, and expressly reserves, its right to respond to any objections regarding this Application and the amounts sought for services rendered and expenses incurred.

## **NO PRIOR REQUEST**

36. No previous request for the relief sought herein has been made to this Court or any other court.

[*THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK.*]

**WHEREFORE**, Harneys respectfully requests entry of an order, substantially in the form attached hereto, (i) allowing interim compensation, and authorizing and directing prompt payment, for professional services rendered during the Application Period in the amount of \$101,597.00 and reimbursement of \$1,825 in expenses, (ii) allowing such compensation and payment for professional services rendered without prejudice to Harneys' right to seek further compensation and/or payment from the estates for the full value of services performed and expenses incurred, and (iii) granting Harneys such other and further relief as is just.

Dated: February 19, 2024

By: */s/ Andrew Thorp*

Andrew Thorp HARNEY WESTWOOD & RIEGELS LP Craigmuir Chambers, PO Box 71, Road Town, Tortola VG1110, British Virgin Islands Telephone: 1 284 852 2571 Email: Andrew.thorp@harneys.com

*British Virgin Islands Counsel to Luc A. Despins, Chapter 11 Trustee, and Genever Holdings Corporation*

## **IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION**

In re:

HO WAN KWOK, et al.,

Debtors.7

Chapter 11

) ) ) ) ) ) ) )

Case No. 22-50073 (JAM)

(Jointly Administered)

## **CERTIFICATE OF SERVICE**

The undersigned hereby certifies that on February 17, 2024, the *Second Interim Fee Application of Harney Westwood & Riegels LP, as British Virgin Islands Counsel, for Compensation and Reimbursement of Expenses for the Period from August 1, 2023 Through December 31, 2023* (the "Application")⁸ was electronically filed. Notice of this filing was sent by e-mail to all parties to the above-captioned Chapter 11 Cases by operation of the Court's electronic filing ("CM/ECF") system or by mail to anyone unable to accept electronic filing as indicated on the Notice of Electronic Filing.9 In addition, to the extent not covered by the foregoing, copies of the Application were served on the twenty (20) largest creditors in the Debtors' Chapter 11 Cases. Parties may access this filing through the Court's CM/ECF system.

⁷ 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 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).

⁸ Capitalized terms used but not defined in this Certification shall have the meanings ascribed to them in the Application.

⁹ To the extent that the foregoing was filed outside regular business hours, service by mail on recipients unable or not qualified to accept electronic notice was made on the next business day.

Dated: February 19, 2024 New Haven, Connecticut By: */s/ Patrick R. Linsey*

Douglas S. Skalka (ct00616) Patrick R. Linsey (ct29437) NEUBERT, PEPE & MONTEITH, P.C. 195 Church Street, 13th Floor New Haven, Connecticut 06510 (203) 781-2847 dskalka@npmlaw.com plinsey@npmlaw.com

*Counsel for the Chapter 11 Trustee, Genever Holdings Corporation, and Genever Holdings LLC*

Case 22-50073 Doc 2933 Filed 02/19/24 Entered 02/19/24 15:28:12 Page 15 of 26

## **EXHIBIT A**

**Proposed Order**

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

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

--------------------------------------------------------------

# **[PROPOSED] ORDER GRANTING SECOND INTERIM FEE APPLICATION OF HARNEY WESTWOOD & RIEGELS LP, AS BRITISH VIRGIN ISLANDS COUNSEL, FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR PERIOD FROM AUGUST 1, 2023 THROUGH DECEMBER 31, 2023**

x

Upon consideration of the Application (the "Application") of Harney Westwood &

Riegels ("Harneys") as BVI² counsel to the Trustee and Genever (BVI) for interim allowance of

compensation and reimbursement of expenses from August 1, 2023 through December 31, 2023;

and sufficient notice having been given; and a hearing having been held on \_\_\_\_\_\_\_\_, 2024 and

due consideration having been given to any responses thereto; and sufficient cause having been

shown therefor, it is hereby:

1. ORDERED that the Application is granted and compensation in the amount of

\$101,597.00 and reimbursement of expenses in the amount of \$1,825.00 are awarded to Harneys,

subject to final adjustment and disgorgement in the event all administrative expenses are not paid

in full; it is further

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 Capitalized terms not otherwise defined herein adopt the definitions set forth in the Application.

2. ORDERED that nothing herein modified the Retention Order; it is further

3. ORDERED that the estates are authorized and directed to pay Harneys' fees in the amount of \$103,422.00 within fourteen days of the date of this Order; it is further

4. ORDERED that this Court shall retain jurisdiction to hear and determine all matters arising from the implementation of this Order; it is further

5. ORDERED that the Debtors' estates and Harneys are authorized and empowered to take all necessary actions to implement the relief granted in this Order; it is further

6. ORDERED that notwithstanding the possible applicability of Bankruptcy Rules 6006(d), 7062, 9014, or otherwise, the terms and conditions of this Order shall be immediately effective and enforceable upon its entry; and it is further

7. ORDERED that all time periods set forth in this Order shall be calculated in accordance with Bankruptcy Rule 9006(a).

## **EXHIBIT B**

#### **Timekeeper Summary**

August 1, 2023 through December 31, 2023:

| TIMEKEEPER | DATE OF | TITLE | HOURS | HOURLY | TOTAL | |----------------------|-----------|------------------|-------|------------|--------------| | | FIRST BAR | | | RATE | | | | ADMISSION | | | | | | Andrew Thorp | 1998 | Partner | 48.6 | \$1,215.00 | \$57,834.00 | | Christopher Pease | 2009 | Partner | 0.8 | \$1,215.00 | \$972.00 | | Peter Ferrer | 1998 | Partner | 0.4 | \$1,215.00 | \$486.00 | | George Weston | 2010 | Partner | 0.6 | \$800.00 | \$4,590.00 | | André McKenzie | 2017 | Senior Associate | 5.4 | \$850.00 | \$510.00 | | Katie Lilley | 2014 | Senior Associate | 0.6 | \$850.00 | \$480.00 | | Luke Fraser | 2016 | Associate | 5.4 | \$700.00 | \$3,780.00 | | Jhneil Stewart | 2018 | Associate | 48.2 | \$550.00 | \$30,360.00 | | Gerrard Tin | 2019 | Associate | 0.6 | \$550.00 | \$330.00 | | Moesha Ramsay-Howell | 2021 | Associate | 0.6 | \$550.00 | \$330.00 | | Rhonda Brown | 2010 | Associate | 1.0 | \$500.00 | \$500.00 | | Anita Warhurst | | Paralegal | 0.6 | \$375.00 | \$225.00 | | Sue Li | | Paralegal | 2.0 | \$350.00 | \$700.00 | | Ceretta Harvey | | Paralegal | 2.0 | \$250.00 | \$500.00 | | | | Total: | 116.8 | | \$101,597.00 |

**Blended Hourly Rate: \$869.84**

## **EXHIBIT C**

## **Summary of Actual and Necessary Expenses**

| Expense Category | Amount (US\$) | |-------------------------------------------------------|---------------| | Companies' registry and high court search report fees | \$1,825.00 | | TOTAL | \$1,825.00 |

Case 22-50073 Doc 2933 Filed 02/19/24 Entered 02/19/24 15:28:12 Page 20 of 26

## **EXHIBIT D**

**Fee and Expense Detail**

| Timekeeper | Worked<br>Date | Narrative | Billed<br>Hours | Billed<br>Rate | Billed<br>Amt | |-------------------|----------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------|----------------|---------------| | George | 18/08/2023 | Conference with Alex regarding status of various | 0.40 | 800.00 | 320.00 | | Weston | | Kwok companies and ability to bring proceedings | | | | | Christopher | 18/08/2023 | Preparing for and attending call with Paul | 0.80 | 1.215.00 | 972.00 | | Pease | | Hastings re Chap.11 remuneration application. | | | | | Jhneil<br>Stewart | 21/08/2023 | Considering emails and next steps | 0.20 | 550.00 | 110.00 | | Jhneil<br>Stewart | 29/08/2023 | Reviewing draft application circulated by client;<br>Considering client costs query; liaising with team<br>re costs for outlays and expenses; email to BYO<br>re same | 1.00 | 550.00 | 550.00 | | Andrew<br>Thorp | 16/10/2023 | Arranging searches on various BVI and Cay<br>entities related to Kwok | 0.60 | 1,215.00 | 729.00 | | Jhneil<br>Stewart | 17/10/2023 | Considering next steps re email from client re<br>filings and target BVI cos | 0.20 | 550.00 | 110.00 | | Jhneil<br>Stewart | 20/10/2023 | Consider email from clients re company search;<br>considering team emails re searches | 0.40 | 550.00 | 220.00 | | Jhneil<br>Stewart | 26/10/2023 | Considering emails re search results; email to<br>AMT summarising search results | 0.40 | 550.00 | 220.00 | | Andrew<br>Thorp | 01/11/2023 | Advice on service of proceedings and Hague<br>convention re service on directors - see<br>Whitecroft Shore Limited | 0.40 | 1.215.00 | 486.00 | | Andrew<br>Thorp | 03/11/2023 | Advice re service of US proceedings on BVI and<br>Cayman entities | 0.40 | 1,215.00 | 486.00 | | Andrew<br>Thorp | 03/11/2023 | Conference call with trustee, discussing ace<br>decade and ownership issues. Hague service,<br>appropriate parties and strategy for oversight of<br>UK proceedings | 1.00 | 1,215.00 | 1,215.00 | | Andrew<br>Thorp | 06/11/2023 | Detailing service out provisions and recent<br>updated in commonwealth position. Review of<br>CPR changes and cross-referencing to authorities,<br>detailed legal research | 0.60 | 1,215.00 | 729.00 | | Jhneil<br>Stewart | 06/11/2023 | Internal discussion with AMT re strategy;<br>considering numerous cases on service through<br>Hague and detailed note in relation to<br>Review of authorities and academic<br>commentary relating to<br>. Cross referencing to<br>underlying evidence and US complaints in<br>support of<br>considering underlying evidence and providing<br>detailed advice re<br>(4.8<br>hours) | 4.60 | 550.00 | 6,380.00 |

| Andrew | 07/11/2023 | Detailed note and strategy regarding | 4.80 | 1,215.00 | 5,832.00 | |--------------|------------|----------------------------------------------------------------------------------------------|------|----------|----------| | Thorp | | | | | | | | | . Detailed review of case law and statute re | | | | | | | . Recent | | | | | | | changes to BVI Civil procedure | | | | | | | Review of | | | | | | | . Considering | | | | | | | . Considering | | | | | | | Review of strategy and decision | | | | | | | tree. Detailed opinion to client and edit to | | | | | | | summary form. | | | | | Andrew | 07/11/2023 | Advice regarding service on cay entities and | 0.60 | 1,215.00 | 729.00 | | Thorp | | directors. Considering numerous parties and next | | | | | | | steps | | | | | Peter Ferrer | 07/11/2023 | Advising re service with AMT | 0.40 | 1,215.00 | 486.00 | | | | | | | | | Jhneil | 07/11/2023 | Internal discussions with AMT re strategy and | 4.60 | 550.00 | 2,530.00 | | Stewart | | BVI's current position; considering numerous | | | | | | | authorities; further draft of memo to AMT; | | | | | | | drafting draft strategy email to go to client; | | | | | | | considering various strategic points with AMT. | | | | | Andrew | 08/11/2023 | Reviewing all service provisions, searches, | 1.20 | 1,215.00 | 1,458.00 | | Thorp | | Cayman on service director. Brief discussion with | | | | | | | PH re targets | | | | | Andrew | 13/11/2023 | Advice regarding service and contact with Cay | 0.60 | 1,215.00 | 729.00 | | Thorp | | director. Further searches relating to entities | | | | | | | names in subpoena and Mauritian directors | | | | | Andrew | 14/11/2023 | Updating client service and search findings | 0.40 | 1,215.00 | 486.00 | | Thorp | | | | | | | Andrew | 16/11/2023 | Review of service issues and considering g Hague | 0.60 | 1,215.00 | 729.00 | | Thorp | | and refusal to serve | | | | | Andrew | 16/11/2023 | Discussion with Cayman team re service on NAV | 0.60 | 1,215.00 | 729.00 | | Thorp | | and Andrew Childe. Considering alternative | | | | | | | strategies for service. | | | | | Anita | 16/11/2023 | Review email from TUF; emails with LJF and | 0.60 | 375.00 | 225.00 | | Warhurst | | JCB regarding service; update service letters;<br>attend to company searches; emails to TUF. | | | | | Luke Fraser | 16/11/2023 | Consider service and Company search tasks. | 0.60 | 700.00 | 420.00 | | | | Review documents and prepare for service | | | | | | | pursuant to Hague Convention. | | | | | Luke Fraser | 16/11/2023 | Consider Grand Cayman Rules and Hague service | 1.00 | 700.00 | 700.00 | | | | issues. email to team. Telephone to FFP. | | | | | Luke Fraser | 16/11/2023 | Issues with service. Consider documents. Discuss | 0.60 | 700.00 | 420.00 | | | | with team re previous attempts. | | | | | Luke Fraser | 17/11/2023 | Telephone with Andrew Childe x2 regarding | 0.40 | 700.00 | 280.00 | | | | service. | | | | | Andrew | 20/11/2023 | Considering Hague convention and mails to PH | 0.40 | 1,215.00 | 486.00 | | Thorp | | re service update. | | | | | Luke Fraser | 20/11/2023 | Update team regarding service. | 0.40 | 700.00 | 280.00 | | Andrew | 21/11/2023 | Advising re service and Mauritius position | 0.60 | 1,215.00 | 729.00 | | Thorp | | | | | |

| Andrew<br>Thorp | 22/11/2023 | Con with PH re new target Cos and evidence | 0.40 | 1,215.00 | 486.00 | |-----------------|------------|-----------------------------------------------------|------|----------|----------| | | | | | | | | Andrew | 23/11/2023 | Review of target companies for disclosure order | 0.60 | 1,215.00 | 729.00 | | Thorp | | and next steps | | | | | Moesha | 23/11/2023 | Instructions from LJF; System search for advice | 0.60 | 550.00 | 330.00 | | Ramsay | | re service under the Hague; Reviewed and | | | | | Howell | | considered advice and notice of service out of | | | | | | | jurisdiction; Forwarded same to LJF for | | | | | | | | | | | | | | consideration. | | | | | Luke Fraser | 23/11/2023 | Review advice. Discuss with Andrew Thorp re | 0.40 | 700.00 | 280.00 | | | | refusal to accept service. | | | | | Andrew | 24/11/2023 | Detailed review of disclosure on G Club and | 2.00 | 1,215.00 | 2,430.00 | | Thorp | | related entities, working through connections to | | | | | | | Kwok/Jovial entities and next steps. | | | | | Andrew | 24/11/2023 | Review of search results of all target cos | 0.60 | 1,215.00 | 729.00 | | Thorp | | | | | | | Andrew | 24/11/2023 | Review of all search results and director registers | 2.00 | 1,215.00 | 2,430.00 | | | | | | | | | Thorp | | and links to evidence from PH litigation | | | | | | | disclosure. | | | | | Andrew | 28/11/2023 | Review of search results and mails to PH re | 0.40 | 1,215.00 | 486.00 | | Thorp | | ramifications of corporate dissolution in the BVI | | | | | Jhneil | 28/11/2023 | Internal discussion with AMT re next steps; | 2.40 | 550.00 | 1,320.00 | | Stewart | | instructions to team re full search; comprehensive | | | | | | | review of file and documents for Jovial nexus; | | | | | | | email to AMT and team re next steps | | | | | Andrew | 29/11/2023 | Review of disclosure documents and ability to | 2.00 | 1,215.00 | 2,430.00 | | | | | | | | | Thorp | | deploy in disclosure proceedings. Considering | | | | | | | merits and role of Jovial as leader of G Club. | | | | | Andrew | 29/11/2023 | Emails x2 to PH re disclosure issues and lack of | 0.40 | 1,215.00 | 486.00 | | Thorp | | link to Jovial entity | | | | | Jhneil | 29/11/2023 | Internal discussion with AMT re next steps; | 8.20 | 550.00 | 4,510.00 | | Stewart | | considering disclosure documents from client and | | | | | | | drafting application docs for Norwich Pharmacal | | | | | | | Discovery Order (NPO) and seal and gag; | | | | | | | reviewing company searches; instructions to team | | | | | | | re next steps | | | | | | | | | | | | Andrew | 30/11/2023 | Initial review of draft NO order, considering | 1.00 | 1,215.00 | 1,215.00 | | Thorp | | compliant and indictment | | | | | George | 30/11/2023 | Chat with Andy re Hamilton | 0.20 | 800.00 | 160.00 | | Weston | | | | | | | Jhneil | 30/11/2023 | Discussion with AMT re next steps; Further draft | 5.20 | 550.00 | 2,860.00 | | Stewart | | of suite of application docs for NPO and seal and | | | | | | | gag | | | | | | | | | | | | Andrew | 01/12/2023 | Draft of application and certificate of urgency for | 1.20 | 1,215.00 | 1,458.00 | | Thorp | | third party disclosure orders | | | | | Jhneil | 01/12/2023 | Further draft of affidavit and application docs for | 6.40 | 550.00 | 3,520.00 | | Stewart | | NPO and seal and gag; email to AMT re drafts | | | | | Luke Fraser | 01/12/2023 | Email from AT. Email to AT and updates on | 0.20 | 700.00 | 140.00 | | | | service. | | | | | | | | | | | | Andrew | 04/12/2023 | Arrange sealing of order with court | 0.20 | 1,215.00 | 243.00 | | Thorp | | | | | |

| Andrew<br>Thorp | 04/12/2023 | Detailed review of disclosure and US proceeding<br>for grounds of application. Drafting evidence and<br>Review of ancillary documentation | 4.20 | 1,215.00 | 5,103.00 | |-------------------|------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------|----------|----------| | Jhneil<br>Stewart | 04/12/2023 | Considering comments from AMT; further draft<br>of affidavit; considering draft complaint; updates<br>to affidavit re same; email to AMT re background<br>on Hamilton | 2.60 | 550.00 | 1,430.00 | | Andrew<br>Thorp | 05/12/2023 | Review of Hamilton arguments and indictment | 0.60 | 1,215.00 | 729.00 | | Luke Fraser | 05/12/2023 | Organise service on FFP and Andrew Childe. | 0.20 | 700.00 | 140.00 | | Luke Fraser | 05/12/2023 | Email from AT. Email to AT and update in<br>relation to service of proceedings. | 0.20 | 700.00 | 140.00 | | Andrew<br>Thorp | 07/12/2023 | Call with trustee and PH re service out, alt service<br>and Swiss proceedings, strategy and following<br>steps | 0.60 | 1,215.00 | 729.00 | | Andrew<br>Thorp | 07/12/2023 | Review of Kwok papers re Ace decade and<br>advice on service. Review of case law from judge<br>this week setting out alternative service. | 0.60 | 1,215.00 | 729.00 | | Andrew<br>Thorp | 07/12/2023 | Calls x 2 re Himalaya and discovery from agent,<br>links to king je and complaint | 0.40 | 1,215.00 | 486.00 | | Luke Fraser | 07/12/2023 | Discuss affidavit with CRH and consistency with<br>Cayman corporate position. | 0.60 | 700.00 | 420.00 | | Ceretta<br>Harvey | 08/12/2023 | Read email instructions from Luke F. Read<br>. Discuss same<br>with Luke for clarity on his request. Phone call to<br>discuss with Harneys FID to confirm my findings<br>and their position. Draft email referencing<br>specific sections of | 2.00 | 250.00 | 500.00 | | Luke Fraser | 08/12/2023 | Consider service matters. Review documents.<br>Discuss with JGW. | 0.20 | 700.00 | 140.00 | | Andrew<br>Thorp | 11/12/2023 | Conference regarding service, response of<br>director and means of service | 0.40 | 1,215.00 | 486.00 | | Andrew<br>Thorp | 11/12/2023 | Mail in from PH Dr service provisions | 0.20 | 1,215.00 | 243.00 | | Jhneil<br>Stewart | 11/12/2023 | Considering AMT queries re BVI position on<br>enforcement of foreign judgment; preparing<br>opinion on enforcement | 4.00 | 550.00 | 2,200.00 | | Luke Fraser | 11/12/2023 | Discuss with MRW. Emails with AT re service. | 0.60 | 700.00 | 420.00 | | Jhneil<br>Stewart | 12/12/2023 | Considering the law on recognition and<br>enforcement; discussion with AMT; preparing<br>memo to AMT re steps and considerations; email<br>to AMT re same | 7.00 | 550.00 | 3,850.00 | | Jhneil<br>Stewart | 13/12/2023 | Considering further authorities and BVI position<br>on enforcement | 0.40 | 550.00 | 220.00 |

| Jhneil | 19/12/2023 | Consider and respond to email from AMT re | 0.20 | 550.00 | 110.00 | |------------------------------|------------|------------------------------------------------------------------------------------------------------------------------------------|-------|----------|------------| | Stewart<br>Jhneil<br>Stewart | 20/12/2023 | service point<br>Consider email from client; email to team re<br>requested authority; emailing client requested<br>authority | 0.40 | 550.00 | 220.00 | | Andrew<br>Thorp | 22/12/2023 | Mails and calls with Shlomo at PH confirming<br>details and various entities for service | 1.00 | 1,215.00 | 1,215.00 | | Andrew<br>Thorp | 26/12/2023 | Conference call with US Trustee team regarding | 1.00 | 1.215.00 | 1,215.00 | | Andrew<br>Thorp | 26/12/2023 | Review of legal memorandum and complaint in<br>advance of conf call. | 1.40 | 1,215.00 | 1,701.00 | | Andrew<br>Thorp | 26/12/2023 | Drafting expert declaration on trust law in the<br>BVI | 4.60 | 1,215.00 | 4,374.00 | | Andrew<br>Thorp | 27/12/2023 | Review of cases and research into<br>. Rewrite of BVI opinion<br>and review of new case law (x 15 cases). | 6.00 | 1,215.00 | 7,290.00 | | Katie Lilley | 27/12/2023 | Review of emails in AT; instructions to<br>paralegals; review authorities, settle amendments<br>to draft declaration; circulating. | 0.60 | 850.00 | 510.00 | | André<br>McKenzie | 27/12/2023 | Assisting AMT with expert opinion re BVI law<br>on<br>: revisions to draft memo to address client<br>comments. | 3.80 | 850.00 | 3,230.00 | | Gerrard Tin | 27/12/2023 | Considering draft declaration and authorities;<br>preparing draft authorities bundle; liaising w/<br>AMT; liaising w/ HK team | 0.60 | 550.00 | 330.00 | | Sue Li | 27/12/2023 | assisting in searching case to draft declaration | 2.00 | 350.00 | 700.00 | | Andrew<br>Thorp | 28/12/2023 | Mails in from Trustee team regarding written<br>instruments and bare trysts advising on creation<br>of trusts and certainty | 0.60 | 1,215.00 | 729.00 | | Andrew<br>Thorp | 28/12/2023 | Review of issues regarding bare trust, oral<br>agreements, further searches of case law and | 2.00 | 1,215.00 | 2,430.00 | | Andrew<br>Thorp | 28/12/2023 | Review of complaint in Ace Decade and<br>amendments to prayer | 0.80 | 1.215.00 | 972.00 | | Andrew<br>Thorp | 28/12/2023 | Review of advice and amendments of legal<br>argument | 0.60 | 1,215.00 | 729.00 | | André<br>McKenzie | 28/12/2023 | Assisting AMT with expert opinion on<br>; further research;<br>liaising with AMT for preparation of updated<br>memo. | 1.60 | 850.00 | 1,360.00 | | Rhonda<br>Brown | 28/12/2023 | Preparing advice on | 1.00 | 500.00 | 500.00 | | Total | | | 116.8 | | 101,597.00 |

#### **Expense Detail**

| Worked Date | Narrative | Billed Amt | |-------------|----------------------------------------------------------|------------| | 20/10/2023 | BVI Company Search: G Club International Limited | \$250.00 | | 20/10/2023 | BVI Company Search: G Fashion Hold Co. B. Limited | \$250.00 | | 20/10/2023 | BVI Company Search: Jovial Century International Limited | \$250.00 | | 20/10/2023 | BVI Company Search: Taurus Fund Limited | \$250.00 | | 26/10/2023 | VIRG: Request for List of Directors | \$100.00 | | 30/10/2023 | VIRG: Request for List of Directors | \$150.00 | | 09/11/2023 | Cayman Grand Court Search Fee (including disbursements) | \$325.00 | | 09/11/2023 | BVI Company Search: Hamilton Investment Management Ltd | \$250.00 |