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Case:17-03283-LTS Doc#:6582 Filed:04/30/19 Entered:04/30/19 15:46:00 Desc: Main

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UNITED STATES DISTRICT COURT


FOR THE DISTRICT OF PUERTO RICO

_____________________________________________ X
:
In re: :
:
THE FINANCIAL OVERSIGHT AND : PROMESA
MANAGEMENT BOARD FOR PUERTO RICO, : Title III
:
as representative of : Case No. 17-BK-3283 (LTS)
:
THE COMMONWEALTH OF PUERTO RICO et al., : (Jointly Administered)
:
Debtors.1 :
____________________________________________ X
:
THE SPECIAL CLAIMS COMMITTEE OF THE :
FINANCIAL OVERSIGHT AND :
MANAGEMENT BOARD FOR PUERTO RICO, :
ACTING BY AND THROUGH ITS MEMBERS, : Adv. Proc. No. _____________
:
as representative of :
:
THE COMMONWEALTH OF PUERTO RICO et al., :
:
Plaintiff2 :
:
v. :
:
AMERICA APONTE & ASSOC. CORP. :
:
Defendant. :
_____________________________________________ X

1
The Debtors in these Title III cases, along with each Debtor’s respective Title III case number listed as a bankruptcy case
number due to software limitations and the last four (4) digits of each Debtor’s federal tax identification number, as
applicable, are the (i) Commonwealth of Puerto Rico (Bankruptcy Case No. 17-BK- 3283 (LTS)) (Last Four Digits of
Federal Tax ID: 3481), (ii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico
(“ERS”) (Bankruptcy Case No. 17-BK-3566 (LTS)) (Last Four Digits of Federal Tax ID: 9686), (iii) Puerto Rico Highways
and Transportation Authority (“HTA”) (Bankruptcy Case No. 17-BK-3567 (LTS)) (Last Four Digits of Federal Tax ID:
3808), (iv) Puerto Rico Sales Tax Financing Corporation (“COFINA”) (Bankruptcy Case No. 17-BK-3284 (LTS)) (Last
Four Digits of Federal Tax ID: 8474); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17-
BK-4780) (Last Four Digits of Federal Tax ID: 3747).

2 The members of the Special Claims Committee, on the one hand, and the Official Committee of Unsecured
Creditors, on the other hand, serve as co-trustees and co-plaintiffs in the prosecution of certain adversary
proceeding as described in that certain Stipulation And Agreed Order By And Among Financial Oversight And
Management Board, Its Special Claims Committee, And Official Committee Of Unsecured Creditors Related To
Joint Prosecution Of Debtor Causes Of Action, Case No. 17-BK-3283 (LTS), ECF No. 6505-1, which is
referenced herein to the extent necessary and appropriate
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ADVERSARY COMPLAINT TO AVOID AND RECOVER CONSTRUCTIVE


FRAUDULENT TRANSFERS AND TO DISALLOW CLAIMS PURSUANT TO 11 U.S.C.
§§ 502, 544, 548, AND 550 AND PUERTO RICO LAW

Pursuant to Federal Rule of Bankruptcy Procedure 7001(1) made applicable to these Title

III cases by section 310 of the Puerto Rico Oversight, Management, and Economic Stability Act

(48 U.S.C. § 2170) (“PROMESA”), the Special Claims Committee (the “Special Claims

Committee”) of the Financial Oversight and Management Board for Puerto Rico (the “Oversight

Board”), acting by and through its members, as representative of the Commonwealth of Puerto

Rico (the “Commonwealth”), by and through undersigned counsel, alleges on actual knowledge

as to its own status and actions and upon information and belief as to all other matters as follows:

NATURE OF PROCEEDING3

1. The Oversight Board brings this action and similar actions to avoid and recover

transfers the Commonwealth made to certain individuals and entities during a specified

timeframe prior to the Petition Date on the grounds that, among other things, such transfers were

constructively fraudulent under the Bankruptcy Code and Puerto Rico law.

2. For at least the last decade, the Commonwealth has been on the path to a financial

crisis. The Commonwealth sustained itself on credit for years prior to the Petition Date, on

increasingly onerous terms, finally admitting its inability to pay its debts in June 2015. Similarly

for the last decade, the value of the Commonwealth’s mounting liabilities far exceeded its assets.

3. Against this historically dire economic landscape, the Oversight Board seeks to

avoid and recover transfers the Commonwealth made during its time of crisis in accordance with

PROMESA, the Bankruptcy Code, and Puerto Rico law.

3 Capitalized terms in this section have the meaning ascribed to them below.
2
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PARTIES

4. Plaintiff the Oversight Board was established by PROMESA to help Puerto Rico

“achieve fiscal responsibility and access to the capital markets.” PROMESA §

101(a). PROMESA grants extensive authority to the Oversight Board, including the powers of a

trustee under title 11 of the United States Code as incorporated into PROMESA (the

“Bankruptcy Code”). PROMESA §§ 301, 315.

5. Defendant America Aponte & Assoc. Corp. is an entity or individual with a

principal place of business and/or registered office or domiciled at 220 Western Auto Plaza,

Suite 101, PMB 396, Trujillo Alto, PR 00976.

JURISDICTION AND VENUE

6. This is an adversary proceeding brought pursuant to Federal Rule of Bankruptcy

Procedure 7001 and sections 105(a), 502,4 544, 548 and 550 of the Bankruptcy Code and Puerto

Rico law to recover money for the Commonwealth.

7. This Court has jurisdiction over the subject matter of this adversary proceeding

pursuant to section 306(a) of PROMESA. 48 U.S.C. § 2166(a).

8. Venue is proper in this district pursuant to section 307(a) of PROMESA. 48

U.S.C. § 2167(a).

FACTUAL BACKGROUND

9. On May 3, 2017 (the “Petition Date”), the Oversight Board initiated a Title III

debt adjustment proceeding on behalf of the Commonwealth. Shortly thereafter, the Oversight

4 To the extent that the Defendant has filed a proof of claim or has a claim listed on the Commonwealth’s
schedules as undisputed, liquidated, and not contingent, or has otherwise requested payment from the
Commonwealth or the Commonwealth’s Title III estates, (collectively, the “Claims”), this Complaint is not
intended to be, nor should it be construed as, a waiver of the Oversight Board’s right to object to such Claims
for any reason, including, but not limited to, 11 U.S.C. § 502(a) through (j) (“Section 502”), and such rights are
expressly reserved. Notwithstanding this reservation of rights, certain relief pursuant to Section 502 may be
sought by the Oversight Board herein as further stated below.
3
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Board filed several other Title III cases on behalf of several Commonwealth government

instrumentalities

10. During the four years prior to the Petition Date (the “Paulian Fraudulent Transfer

Period”), the Commonwealth made payments to Defendant America Aponte & Assoc. Corp. in

the aggregate amount of $7,320,515.00 (“4-Year Transfer(s)”). Certain of these payments (if

any, the “2-Year Transfer(s)” and, together with the 4-Year Transfer(s), the “Transfers”) may

have occurred during the two years prior to the Petition Date (the “Code Fraudulent Transfer

Period”). Attached hereto as Exhibit A is a detailed listing of the Transfers.

11. The Commonwealth’s database provides evidence of a contracting relationship

with Defendant, but no contract can be identified or downloaded from the database.

12. The Commonwealth’s books and records beginning at least as early as 2012 and

continuing to the present, demonstrate that its liabilities have exceeded the value of assets in each

fiscal year, and thus also at the time of the Transfers.

13. Likewise, the Commonwealth’s books and records from at least as early as fiscal

year 2012 to fiscal year 2017 demonstrate a consistent trend of mounting liabilities and

dwindling assets, such that at no point during that period has the value of its assets exceeded its

liabilities.

14. The Commonwealth defaulted on certain general obligations due July 1, 2016.

15. At all times since 2012, the Commonwealth has failed to appropriate sufficient

funds for the operations of several of its instrumentalities and failed to make required deposits on

certain pension obligations and pay guaranteed debt.

16. From and after 2012, the Commonwealth has issued General Obligation Bond

debt, thereby incurring obligations that were beyond its ability to repay as they became due.

4
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17. Likewise, the Commonwealth was unable to pay its debts as they came due at the

time of the Transfers.

18. Beginning not later than 2012, commentators observed that Puerto Rico’s debt

service requirements were not sustainable, and not later than June of 2015 the Governor of

Puerto Rico admitted this was the case.

19. The Commonwealth defaulted on certain general obligation debt in 2016 as it was

unable to pay debts while delivering services at the level and quality required for the health,

safety, and welfare of Puerto Rico.

20. During the course of this proceeding, the Oversight Board may learn (through

discovery or otherwise) of additional avoidable transfers made to the Defendant during the

Constructive Fraudulent Transfer Period. It is the Oversight Board’s intention to avoid and

recover all transfers made by the Commonwealth of an interest in the Commonwealth’s property

and to or for the benefit of the Defendant or any other transferee. The Oversight Board reserves

its rights to amend this original Complaint to include, without limitation: (i) further information

regarding the Transfers, (ii) additional transfers, (iii) modifications of and/or revisions to the

Defendant’s name, (iv) additional defendants, and/or (v) additional causes of action (including

but not limited to causes of action under 11 U.S.C. §§ 542, 544, 545, 548, and/or 549)

(collectively, the “Amendments”), that may become known to the Oversight Board at any time

during this adversary proceeding, through formal discovery or otherwise, and for the

Amendments to relate back to this original Complaint.

5
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CLAIMS FOR RELIEF

COUNT I
(Return of Unlawful Disbursements Pursuant to
2 L.P.R.A. § 97, 3 L.P.R.A. § 283h)

21. The Oversight Board repeats and re-alleges each allegation contained in the

preceding paragraphs as if fully set forth herein.

22. The Office of the Controller does not have an executed copy of a contract

between the Commonwealth and Defendant as necessary to evidence the propriety of the

Transfers. See 2 L.P.R.A. § 297.

23. The Commonwealth and Defendant did not have a contract that was reduced to

writing to evidence the propriety of the Transfers. See Ocasio v. Alcalde Mun. de Maunabo, R-

84-356, 1988 WL 580831 (P.R. Apr. 19, 1988).

24. The Transfers were disbursements of public funds not authorized by law. 2

L.P.R.A. § 97; 3 L.P.R.A. § 283h(a); see also, e.g., 3 L.P.R.A. §§ 2301-05, 8613 (requiring

documentation of contracts with Commonwealth).

25. The Transfers, being public monies disbursed unlawfully, may be recovered. See

Mun. de Quebradillas v. Corp. de Salud de Lares, 180 D.P.R. 1003, 1015-16 (2011) (citing

similar restrictions on municipal disbursements and noting that holding otherwise “would be

leaving public funds in private hands that do not correspond to them” and citing “public policy of

protecting the interests and money of the people against waste, prevarication, favoritism and the

risks of non-compliance”) (citing Cancel v. Mun. de San Juan, 101 D.P.R. 296, 300 (1973)).

26. The Oversight Board is entitled to recover from the Defendant an amount of cash

equal to the aggregate amount of the Transfers.

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COUNT II
(Avoidance of Constructive Fraudulent Transfer Pursuant to 11 U.S.C. § 548(a)(1)(B))

27. The Oversight Board repeats and re-alleges each allegation contained in the

preceding paragraphs as if fully set forth herein.

28. The Commonwealth received less than a reasonably equivalent value in exchange

for the 2-Year Transfers.

29. The Commonwealth was insolvent on the date that such 2-Year Transfers were

made.

30. The Commonwealth intended to incur, or the Commonwealth believed that it

would incur, debts that would be beyond the Commonwealth’s ability to pay as such debts

matured at all relevant times (including, without limitation, at the time of the 2-Year Transfers).

31. The Transfers were fraudulent transfers that the Oversight Board may avoid

pursuant to 11 U.S.C. § 548(a)(1)(B).

COUNT III
(Rescission of Transfer Pursuant to 31 L.P.R.A. §§ 3491-3500 and 11 U.S.C. § 544(b))

32. The Oversight Board repeats and re-alleges each allegation contained the

preceding paragraphs as if fully set forth herein.

33. At the time of the Transfers, the Commonwealth was in a state of insolvency.

34. Defendant knew or should have known that the Commonwealth was insolvent, in

the vicinity of insolvency, or unable to satisfy its obligations as they became due.

35. The Commonwealth’s insolvency pre-supposes that its patrimony is insufficient

to satisfy all the debts weighing upon it.

36. Defendant knew or should have known that the Commonwealth’s patrimony was

insufficient to satisfy all the debts weighing upon it at the time of the Transfers.
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37. There was insufficient consideration for the Transfers.

38. Consequently, the Oversight Board requests that any alleged contracts be deemed

null and void and that the Transfers made to Defendant be returned to the Oversight Board.

39. Other than such remedy as may be afforded pursuant to Counts I and II hereof, the

Oversight Board has no remedy other than that provided under 31 L.P.R.A. §§ 3491-3500.

COUNT IV
(Recovery of Avoided Transfer Pursuant to 11 U.S.C. § 550)

40. The Oversight Board repeats and re-alleges each allegation contained in the

preceding paragraphs as if fully set forth herein.

41. Defendant was the initial transferee of the Transfers, the entity for whose benefit

the transfers were made, or was the immediate or mediate transferee of the initial transferee

receiving the Transfers.

42. Pursuant to 11 U.S.C. § 550(a), the Oversight Board is entitled to recover from

the Defendant an amount of cash equal to the aggregate amount of the Transfers.

COUNT V
(Disallowance of all Claims Pursuant to 11 U.S.C. § 502(d) and (j))

43. The Oversight Board incorporates all preceding paragraphs as if fully re-alleged

herein.

44. The Defendant is an entity from which property is recoverable under 11 U.S.C. §

550.

45. The Defendant has not repaid the amount of the Transfers, or turned over such

property to the Oversight Board, for which the Defendant is liable under 11 U.S.C. § 550.

46. Pursuant to 11 U.S.C. § 502(d), any and all Claims of the Defendant and/or its

assignee against the Commonwealth (as defined in footnote 2 above) must be disallowed until

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such time as the Defendant pays to the Oversight Board an amount equal to the aggregate

amount of the Transfers.

47. Pursuant to 11 U.S.C. § 502(j), any and all Claims of the Defendant, and/or its

assignee, against the Commonwealth previously allowed by the Commonwealth, must be

reconsidered and disallowed until such time as the Defendant pays to the Oversight Board an

amount equal to the aggregate amount of the Transfers.

PRAYER FOR RELIEF

WHEREFORE, the Oversight Board respectfully requests that the Court enter judgment

against the Defendant providing, to the extent not inconsistent:

A. Any purported contract between the Commonwealth and the Defendant


purporting relating to which the Commonwealth made the Transfers is null and
void pursuant to 2 L.P.R.A. § 97; and any funds disbursed in relation thereto were
unlawfully transferred pursuant to, inter alia, 3 L.P.R.A. § 283h; and the
Commonwealth is entitled to recover from the Defendant an amount of cash equal
to the aggregate amount of the Transfers.

B. The 2-Year Transfers are avoidable under 11 U.S.C. § 548;

C. The Transfers are avoidable under 11 U.S.C. § 544 and 31 L.P.R.A. § 3493;

D. The Transfers, to the extent avoided pursuant to 11 U.S.C. § 544 and 548, may be
recovered by the Oversight Board pursuant to 11 U.S.C. § 550;

E. Disallowing, in accordance with 11 U.S.C. § 502(d), any Claims held by the


Defendant and/or its assignee until the Defendant satisfies the judgment;

F. Disallowing, in accordance with 11 U.S.C. § 502(j), any Claims held by the


Defendant and/or its assignee until the Defendant satisfies the judgment;

G. Awarding pre-judgment interest at the maximum legal rate running from the date
of the Complaint to the date of judgment herein;

H. Awarding post-judgment interest at the maximum legal rate running from the date
of judgment herein until the date the judgment is paid in full, plus costs;

I. Requiring the Defendant to pay forthwith the judgment amount awarded in favor
of the Oversight Board; and

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J. Granting to the Oversight Board such other and further relief as the Court deems
just and proper.

Dated: April 30, 2019 /s/ Edward S. Weisfelner


BROWN RUDNICK LLP
Edward S. Weisfelner, Esq. (Pro Hac Vice)
Angela M. Papalaskaris, Esq. (Pro Hac Vice)
Seven Times Square
New York, NY 10036
Tel: (212) 209-4800
eweisfelner@brownrudnick.com
apapalaskaris@brownrudnick.com

Stephen A. Best, Esq. (Pro Hac Vice)


601 Thirteenth Street NW, Suite 600
Washington, D.C. 20005
Tel: (202) 536-1737
sbest@brownrudnick.com

Jeffrey L. Jonas, Esq. (Pro Hac Vice)


Sunni P. Beville, Esq. (Pro Hac Vice)
One Financial Center
Boston, MA 02111
Tel: (617) 856-8200
jjonas@brownrudnick.com
sbeville@brownrudnick.com

Counsel to the Special Claims Committee of the Financial


Oversight and Management Board, acting by and through
its members

and

/s/ Alberto Estrella


ESTRELLA, LLC
Alberto Estrella (USDC-PR 209804)
Kenneth C. Suria (USDC-PR 213302)
P. O. Box 9023596
San Juan, Puerto Rico 00902–3596
Tel.: (787) 977-5050
Fax: (787) 977-5090

Local Counsel to the Special Claims Committee of the


Financial Oversight and Management Board, acting by and
through its members

10
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Exhibit A Page 1 of 4
Case:17-03283-LTS Doc#:6582-1 Filed:04/30/19 Entered:04/30/19 15:46:00 Desc:
EXHIBIT
Exhibit A PageA 2 of 4
TRANSFERS TO AMERICA APONTE & ASSOC. CORP.

Date Payment Amount


6/3/2013 $559,655.00
8/1/2013 $185,743.00
8/5/2013 $179,959.00
10/1/2013 $194,553.00
10/22/2013 $104,384.00
11/1/2013 $27,411.00
1/14/2014 $120,170.00
2/14/2014 $404,687.00
3/19/2014 $294,968.00
3/19/2014 $778,524.00
4/7/2014 $259,508.00
7/1/2014 $360,510.00
9/9/2014 $778,524.00
10/3/2014 $884,904.00
10/16/2014 $360,510.00
10/28/2014 $252,357.00
11/5/2014 $491,614.00
11/5/2014 $778,524.00
1/14/2015 $2,512.00
1/14/2015 $2,512.00
1/14/2015 $2,512.00
1/14/2015 $2,807.00
1/14/2015 $2,955.00
1/14/2015 $3,842.00
1/14/2015 $4,285.00
1/14/2015 $5,615.00
1/14/2015 $1,773.00
2/20/2015 $1,625.00
2/27/2015 $2,807.00
2/27/2015 $4,285.00
2/27/2015 $5,171.00
2/27/2015 $1,478.00
2/27/2015 $1,478.00
4/1/2015 $2,216.00
4/1/2015 $2,512.00
4/1/2015 $2,512.00
4/1/2015 $2,733.00
4/1/2015 $3,694.00
4/1/2015 $3,989.00
4/1/2015 $4,137.00
4/1/2015 $4,137.00
4/1/2015 $4,285.00
4/1/2015 $4,728.00
4/1/2015 $5,171.00
4/1/2015 $1,478.00

A-1 63377501 v1
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EXHIBIT
Exhibit A PageA 3 of 4
TRANSFERS TO AMERICA APONTE & ASSOC. CORP.

Date Payment Amount


4/1/2015 $1,773.00
4/23/2015 $2,955.00
4/28/2015 $2,364.00
4/28/2015 $4,876.00
4/28/2015 $1,478.00
4/28/2015 $1,478.00
5/28/2015 $2,765.00
5/28/2015 $2,955.00
5/28/2015 $2,364.00
5/28/2015 $3,842.00
5/28/2015 $1,478.00
5/28/2015 $2,807.00
5/28/2015 $2,512.00
8/17/2015 $2,807.00
8/17/2015 $468.00
8/17/2015 $468.00
8/17/2015 $468.00
8/17/2015 $468.00
8/17/2015 $2,069.00
8/17/2015 $271.00
8/17/2015 $271.00
8/17/2015 $271.00
8/17/2015 $271.00
8/17/2015 $468.00
8/17/2015 $468.00
8/17/2015 $468.00
8/17/2015 $468.00
8/27/2015 $271.00
8/27/2015 $3,546.00
9/18/2015 $38,120.00
10/16/2015 $351.00
10/16/2015 $351.00
10/16/2015 $351.00
10/16/2015 $117.00
10/16/2015 $117.00
10/16/2015 $117.00
10/16/2015 $468.00
10/23/2015 $1,385.25
10/23/2015 $461.75
10/23/2015 $23,492.00
11/2/2015 $74,244.00
11/2/2015 $27,186.00
4/6/2016 $1,773.00

A-2 63377501 v1
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EXHIBIT
Exhibit A PageA 4 of 4
TRANSFERS TO AMERICA APONTE & ASSOC. CORP.

Date Payment Amount


4/6/2016 $591.00
9/9/2016 $468.00

A-3 63377501 v1
DPR MODIFIED PROMESA B1040 (FORM 1040) (05/17)
Case:17-03283-LTS Doc#:6582-2 Filed:04/30/19 Entered:04/30/19 15:46:00 Desc:
PROMESA COVER Cover SHEET
Sheet Page CASE
1 of NUMBER
2
(Court Use Only)
(Instructions on Reverse)

PLAINTIFFS (DEBTOR, if Title III Petition; ISSUER, if DEFENDANTS


Title VI Application) America Aponte & Assoc. Corp.
The Special Claims Committee of The Financial Oversight and Management Board for
Puerto Rico, by and through its Members

ATTORNEYS (Firm Name, Address, and Telephone No.) ATTORNEYS (If Known)
BROWN RUDNICK LLP ESTRELLA, LLC
Edward S. Weisfelner, Esq. Alberto Estrella, Esq. USDC - PR 209804
Seven Times Square Kenneth C. Suria, Esq. USDC - PR 213302
New York, NY 10036 P. O. Box 9023596
Tel. (212) 209-4800 San Juan, Puerto Rico 00902–3596
eweisfelner@brownrudnick.com Tel.: (787) 977-5050
aestrella@estrellallc.com
Jeffrey L. Jonas, Esq. ksuria@estrellallc.com
Sunni P. Beville, Esq.
One Financial Center
Boston, MA 02111
Tel.: (617) 856-8200
jjonas@brownrudnick.com
sbeville@brownrudnick.com

PARTY (Check One Box Only) PARTY (Check One Box Only)
Debtor Debtor
Creditor Creditor
Trustee Trustee
U.S. Trustee/Bankruptcy Admin U.S. Trustee/Bankruptcy Admin
Other Other
CAUSE OF ACTION (WRITE A BRIEF STATEMENT OF CAUSE OF ACTION, INCLUDING ALL U.S. STATUTES INVOLVED)
Action for avoidance of constructive fraudulent transfer under 11 U.S.C. 548 and 550; action for disallowance of claims under 11 U.S.C.
502; and action for avoidance of fraudulent transfer under 31 L.P.R.A. §§ 3491-3500.

NATURE OF SUIT
□ PROMESA Title III Petition □ PROMESA Title VI Application for Approval of Modifications □ Other Federal
Question Adversary Proceeding Demand $7,320,515.00

If Adversary Proceeding is checked, number up to five (5) boxes starting with lead cause of action as 1, first alternative cause
as 2, second alternative cause as 3, etc., below:
FRBP 7001(1) - Recovery of Money/Property FRBP 7001(7) - Injunctive Relief
11-Recovery of money/property - §542 turnover of 71-Injunctive relief - imposition of stay
property 72-Injunctive relief - other
12-Recovery of money/property - §547 preference
1 13-Recovery of money/property - §548 fraudulent FRBP 7001(8) Subordination of Claim or Interest
transfer 81-Subordination of claim or interest
2 14-Recovery of money/property - other
FRBP 7001(9) Declaratory Judgment
FRBP 7001(2) - Validity, Priority or Extent of Lien 91-Declaratory judgment
21-Validity, priority or extent of lien or other interest
in property FRBP 7001(10) Determination of Removed Action
01-Determination of removed claim or cause
FRBP 7001(5) - Revocation of Confirmation
51-Revocation of confirmation Other
02-Other (e.g. other actions that would have been brought
in state court if unrelated to bankruptcy case)

TITLE III CASE IN WHICH THIS ADVERSARY PROCEEDING ARISES


NAME OF DEBTOR CASE NO.
The Commonwealth of Puerto Rico, et al. 17-BK 3283-LTS
DISTRICT IN WHICH CASE IS PENDING DIVISION OFFICE NAME OF JUDGE
USDC – Puerto Rico San Juan Laura Taylor Swain
DPR MODIFIED PROMESA B1040 (FORM 1040) (05/17)
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Cover Sheet Page 2 of 2

RELATED ADVERSARY PROCEEDING (IF ANY)


PLAINTIFF DEFENDANT ADVERSARY
PROCEEDING NO.

DISTRICT IN WHICH CASE IS PENDING DIVISION OFFICE NAME OF JUDGE

SIGNATURE OF ATTORNEY (OR PLAINTIFF) /s/ Edward S. Weisfelner


DATE PRINT NAME OF ATTORNEY (OR PLAINTIFF)

April 30, 2019 Edward S. Weisfelner

THIS FORM IS TO BE USED EXCLUSIVELY FOR FILINGS RELATING TO THE PUERTO RICO OVERSIGHT MANAGEMENT AND ECONOMIC STABILITY ACT (PROMESA).
FOR ADMINISTRATION PURPOSES ONLY, THE PUBLIC DOCKETS FOR PROMESA PROCEEDINGS UNDER TITLE III AND ADVERSARY PROCEEDINGS WILL BE
MAINTAINED ON THE CASE MANAGEMENT/ELECTRONIC CASE FILING (CM/ECF) SYSTEM OF THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF
PUERTO RICO. THESE CASES ARE UNDER THE JURISDICTION OF THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF PUERTO RICO.

63386601 v1
Case:17-03283-LTS Doc#:6582-3 Filed:04/30/19 Entered:04/30/19 15:46:00 Desc:
DPR MODIFIED PROMESA B2500A (FormSummons
2500A) (06/17)Page 1 of 3

UNITED STATES DISTRICT COURT


FOR THE DISTRICT OF PUERTO RICO

_____________________________________________ X
:
In re: :
:
THE FINANCIAL OVERSIGHT AND : PROMESA
MANAGEMENT BOARD FOR PUERTO RICO, : Title III
:
as representative of : Case No. 17-BK-3283 (LTS)
:
THE COMMONWEALTH OF PUERTO RICO et al., : (Jointly Administered)
:
1
Debtors. :
____________________________________________ X
:
THE SPECIAL CLAIMS COMMITTEE OF THE :
FINANCIAL OVERSIGHT AND :
MANAGEMENT BOARD FOR PUERTO RICO, :
ACTING BY AND THROUGH ITS MEMBERS, : Adv. Proc. No. _____________
:
as representative of :
:
THE COMMONWEALTH OF PUERTO RICO et al., :
:
Plaintiff2 :
:
v. :
:
AMERICA APONTE & ASSOC. CORP. :
:
Defendant. :
_____________________________________________

1
The Debtors in these Title III cases, along with each Debtor’s respective Title III case number listed as a bankruptcy
case number due to software limitations and the last four (4) digits of each Debtor’s federal tax identification number,
as applicable, are the (i) Commonwealth of Puerto Rico (Bankruptcy Case No. 17-BK- 3283 (LTS)) (Last Four Digits
of Federal Tax ID: 3481), (ii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico
(“ERS”) (Bankruptcy Case No. 17-BK-3566 (LTS)) (Last Four Digits of Federal Tax ID: 9686), (iii) Puerto Rico
Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17-BK-3567 (LTS)) (Last Four Digits of
Federal Tax ID: 3808), (iv) Puerto Rico Sales Tax Financing Corporation (“COFINA”) (Bankruptcy Case No. 17-BK-
3284 (LTS)) (Last Four Digits of Federal Tax ID: 8474); and (v) Puerto Rico Electric Power Authority (“PREPA”)
(Bankruptcy Case No. 17-BK-4780) (Last Four Digits of Federal Tax ID: 3747).
2
The members of the Special Claims Committee, on the one hand, and the Official Committee of Unsecured Creditors,
on the other hand, serve as co-trustees and co-plaintiffs in the prosecution of certain adversary proceeding as described
in that certain Stipulation And Agreed Order By And Among Financial Oversight And Management Board, Its Special
Claims Committee, And Official Committee Of Unsecured Creditors Related To Joint Prosecution Of Debtor Causes
Of Action, Case No. 17-BK-3283 (LTS), ECF No. 6505-1, which is referenced herein to the extent necessary and
appropriate,
Case:17-03283-LTS Doc#:6582-3 Filed:04/30/19 Entered:04/30/19 15:46:00 Desc:
DPR MODIFIED PROMESA B2500A (FormSummons
2500A) (06/17)Page 2 of 3

SUMMONS IN AN ADVERSARY PROCEEDING


To: America Aponte & Assoc. Corp.
220 Western Auto Plaza,
Suite 101, PMB 396
Trujillo Alto, PR 00976
Attn: America Aponte Moreno, Resident Agent

YOU ARE SUMMONED and required to file a motion or answer to the complaint which is
attached to this summons with the clerk of the district court within 30 days after the date of issuance of
this summons, except that the United States and its officers and agencies shall file a motion or answer
to the complaint within 35 days. The answer or motion must be served on the plaintiff or plaintiff s
attorney, whose name and address are:
BROWN RUDNICK LLP ESTRELLA, LLC
Edward S. Weisfelner, Esq. Alberto Estrella, Esq. USDC - PR 209804
Seven Times Square Kenneth C. Suria, Esq. USDC - PR 213302
New York, NY 10036 P. O. Box 9023596
Tel. (212) 209-4800 San Juan, Puerto Rico 00902–3596
eweisfelner@brownrudnick.com Tel.: (787) 977-5050
aestrella@estrellallc.com
Jeffrey L. Jonas, Esq. ksuria@estrellallc.com
Sunni P. Beville, Esq.
One Financial Center
Boston, MA 02111
Tel.: (617) 856-8200
jjonas@brownrudnick.com
sbeville@brownrudnick.com

If you make a motion, your time to answer is governed by Fed. R. Bankr. P. 7012.
If you fail to respond to this summons, your failure will be deemed to be your consent to entry
of a judgment by the district court and judgment by default may be taken against you for the relief
demanded in the complaint.
FRANCES RIOS DE MORAN, ESQ.
CLERK OF COURT

Date: _________________________________
Signature of Clerk or Deputy Clerk
Case:17-03283-LTS Doc#:6582-3 Filed:04/30/19 Entered:04/30/19 15:46:00 Desc:
DPR MODIFIED PROMESA B2500A (FormSummons
2500A) (06/17)Page 3 of 3

CERTIFICATE OF SERVICE

I, _______________________ (name), certify that service of this summons and a copy of the
complaint was made _______________________ (date) by:

□ Mail service: Regular, first class United States mail, postage fully pre-paid, addressed to:

□ Personal Service: By leaving the process with the defendant or with an officer or agent of
defendant at:

□ Residence Service: By leaving the process with the following adult at:

□ Certified Mail Service on an Insured Depository Institution: By sending the process by


certified mail addressed to the following officer of the defendant at:

□ Publication: The defendant was served as follows: [Describe briefly]

□ State Law: The defendant was served pursuant to the laws of the State of, as follows:
[Describe briefly]

If service was made by personal service, by residence service, or pursuant to state law, I further
certify that I am, and at all times during the service of process was, not less than 18 years of age and
not a party to the matter concerning which service of process was made.

Under penalty of perjury, I declare that the foregoing is true and correct.

Date ____________ Signature ____________________________

Print Name: ___________________________

Business Address: ____________________________