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TARTER KRINSKY & DROGIN LLP Proposed Attorneys for The Christian Brothers Institute and The Christian Brothers of Ireland, Inc. Debtors and Debtors-in-Possession 1350 Broadway, 11th Floor New York, New York 10018 (212) 216-8000 Scott S. Markowitz, Esq. Ira R. Abel, Esq. UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ------------------------------------------------------------------x In re: : Chapter 11 : THE CHRISTIAN BROTHERS INSTITUTE, et al. : Case No.: 11-22820 (RDD) : Debtors. : (Jointly Administered) ------------------------------------------------------------------x APPLICATION FOR RETENTION OF ATTORNEYS FOR DEBTORS-IN-POSSESSION TO: THE HONORABLE ROBERT D. DRAIN UNITED STATES BANKRUPTCY JUDGE The Christian Brothers Institute (CBI) 1 and The Christian Brothers of Ireland, Inc. (CBOI), 2 the above-captioned debtors and debtors-in-possession (together, the Debtors), respectfully represent as follows: RELIEF REQUESTED 1. By this application (the Application), the Debtors respectfully request that they

be authorized to employ the firm of Tarter Krinsky & Drogin LLP (TKD) as their general bankruptcy counsel to represent them as debtors and debtors-in-possession in their Chapter 11 cases.
The last four digits of CBIs employer identification number are 0153 and its mailing address is 21 Pryer Terrace, New Rochelle, New York 10804. 2 The last four digits of CBOIs employer identification number are 0603 and its mailing address is 10001 S. Pulaski, Room 106, Chicago, IL 60655-3356.
1

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JURISDICTION, VENUE AND STATUTORY BASES FOR RELIEF 2. This Court has jurisdiction over this Motion under 28 U.S.C. 157 and 1334, and

the order of reference, dated July 10, 1984 (Ward, C.J.). 3. 4. This matter is a core proceeding within the meaning of 28 U.S.C. 157(b)(2). Venue of this proceeding and this Motion in this District is proper under 28

U.S.C. 1408 and 1409. 5. The statutory bases for relief are 327, 328 and 1107 of the Bankruptcy Code

and Rules 2014 and 2016 of the Federal Rules of Bankruptcy Procedure and Local Bankruptcy Rule 2014-1. BACKGROUND 6. On April 28, 2011 (the Petition Date), each of the Debtors commenced their

Chapter 11 cases (the Cases) by filing a voluntary petition for relief under Chapter 11 of Title 11, United States Code (the Code). Pursuant to 1107(a) and 1108 of the Code, the Debtors continue to operate as debtors-in-possession. No official committee of unsecured creditors has been appointed. 7. CBI is a domestic not-for-profit 501(c)(3) corporation organized under 102(a)(5)

of the New York Not-for-Profit Corporation Law. CBI was formed in 1903 pursuant to Section 57 of the then existing New York Membership Law. The Not-for-Profit Corporation Law replaced the Membership Law effective September 1, 1970. The purpose for which CBI was, and continues to be, formed was to establish, conduct and support Catholic elementary and secondary schools principally throughout New York State. As a not-for-profit corporation, the assets, and/or income are not distributable to, and do not inure to, the benefit of its directors or officers. CBI depends upon grants and donations to fund a portion of its operating expenses.

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8.

CBOI is a domestic not-for-profit 501(c)(3) corporation organized under the Not-

for-Profit Corporation Law of the State of Illinois. The purpose for which CBOI was, and continues to be, formed was to establish, conduct and support Catholic elementary and secondary schools principally throughout the State of Illinois, as well as other spiritual and temporal affairs of the former Brother Rice Province of the Congregation of Christian Brothers. As a not-forprofit corporation, the assets, and/or income are not distributable to, and do not inure to, the benefit of its members or officers. CBOI also depends upon grants and donations to fund a portion of its operating expenses. BASIS FOR REQUESTED RELIEF 9. The Debtors have selected the firm of TKD because the Firm has considerable

experience in matters of this nature, and the Debtors believe that TKD is well qualified to represent them as debtors-in-possession in these cases. The Debtors deem it advisable that TKD be retained in order that the Debtors may have adequate representation of counsel in their Chapter 11 cases. In addition, Anthony D. Dougherty, a member of TKD, has acted as general counsel to CBI for many years and attorneys at TKD are fully familiar with CBIs structure and the litigation which was the primary cause for the Chapter 11 filings. 10. The professional services that TKD will provide are as follows: (a) To give advice to the Debtors with respect to their powers and duties as

debtors-in-possession in the continued management of their properties; (b) To negotiate with creditors of the Debtors in working out a plan of

reorganization, and to take necessary legal steps in order to confirm said plan of reorganization, including, if need be, negotiations in financing a plan of reorganization;

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(c)

To prepare on behalf of the Debtors, as debtors-in-possession, necessary

applications, answers, orders, reports and other legal papers; (d) To appear before the bankruptcy judge and to protect the interests of the

debtors-in-possession before the bankruptcy judge, and to represent the Debtors in all matters pending in the Chapter 11 cases; and (e) To perform all other legal services for the Debtors, as debtors-in-

possession, that may be necessary. 11. It is necessary for the Debtors, as debtors-in-possession, to employ attorneys for

such professional services. 12. The Debtors desire to employ TKD under a general retainer because of the

extensive legal services required. 13. To the best of the Debtors knowledge, TKD has no connection with the Debtors

creditors, any other party-in-interest, or their respective attorneys or accountants, the United States Trustee or any person employed in the office of the United States Trustee except as may otherwise be set forth in the affidavit of Scott S. Markowitz, Esq. submitted contemporaneously herewith. 14. To the best of the Debtors knowledge, TKD represents no interest adverse to the

Debtors as debtors-in-possession in the matters upon which they are to be engaged and their employment would be in the best interests of their estates. In addition, TKD is a disinterested person as that term is defined in the Bankruptcy Code. WHEREFORE, the Debtors respectfully request that they be authorized to employ and appoint the firm of TKD to represent them as debtors-in-possession in these cases under Chapter

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11 of the Bankruptcy Code, and that this Court grant such other and further relief as is just and proper, for all of which no other application has been made to this or any other Court. Dated: New York, New York May 11, 2011 /s/ Brother Kevin Griffith Brother Kevin Griffith Vice-President, The Christian Brothers Institute and The Christian Brothers of Ireland, Inc.

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Affidavit of

TARTER KRINSKY & DROGIN LLP Proposed Attorneys for The Christian Brothers Institute and The Christian Brothers of Ireland, Inc. Debtors and Debtors-in-Possession 1350 Broadway, 11th Floor New York, New York 10018 (212) 216-8000 Scott S. Markowitz, Esq. Ira R. Abel, Esq. UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ------------------------------------------------------------------- x In re: : : THE CHRISTIAN BROTHERS INSTITUTE, et al. : : Debtors. : ------------------------------------------------------------------- x

Chapter 11 Case No.: 11-22820 (RDD) (Jointly Administered)

AFFIDAVIT OF DISINTERESTEDNESS OF SCOTT S. MARKOWITZ IN SUPPORT OF DEBTORS APPLICATION FOR AN ORDER AUTHORIZING EMPLOYMENT AND RETENTION OF TARTER KRINSKY & DROGIN LLP AS THE DEBTORS COUNSEL, PURSUANT TO 11 U.S.C. 327, 328 AND 1107 AND FEDERAL RULE OF BANKRUPTCY PROCEDURE 2014; AND DISCLOSURE STATEMENT PURSUANT TO 11 U.S.C. 329 AND FEDERAL RULE OF BANKRUPTCY PROCEDURE 2016 STATE OF NEW YORK ) ss.: COUNTY OF NEW YORK ) Scott S. Markowitz, being duly sworn, deposes and says: 1. I am an attorney admitted to practice before the Courts of the State of New York

and the United States District Court for the Southern District of New York. I am a partner in the firm of Tarter Krinsky & Drogin LLP (TKD or Firm) which maintains offices for the practice of law at 1350 Broadway, 11th Floor, New York, New York 10018. I am duly authorized to make this affidavit on behalf of TKD. 2. I submit this affidavit pursuant to 327(a) of the Bankruptcy Code and Rule 2014(a)

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Affidavit of

of the Federal Rules of Bankruptcy Procedure and Local Rule 2014-1 in support of the application (the Application) of the above-captioned debtors and debtors-in-possession (the Debtors) to retain TKD as general bankruptcy counsel in these Chapter 11 cases. 3. TKD possesses the requisite experience and expertise to advise the Debtors as their

general bankruptcy counsel in these Chapter 11 cases and to perform such other services as the Debtors may request. 4. Anthony Dougherty, a member of the Firm, has represented The Christian Brothers

Institute for many years as its general counsel. As such, TKD is familiar with the Debtors structure, its financial affairs, and the circumstances surrounding the Debtors Chapter 11 filings. TKD is familiar with the various tort lawsuits pending in Washington State and Canada, and has worked closely with local counsel in defending the Debtors in these lawsuits. TKD submits that its continued retention is essential to the effective and efficient administration of these bankruptcy cases and the successful prosecution of the reorganization cases. 5. I am the partner at TKD with the primary responsibility for representing the Debtors

in these Chapter 11 cases. I, together with Anthony Dougherty, a litigation partner at TKD, will continue to share the general oversight for TKDs involvement as counsel to the Debtor. TKD will also utilize other associates as may be required from time to time. Anthony Dougherty has extensive familiarity with the Debtors based upon his many years of acting as counsel to The Christian Brothers Institute on a variety of matters. 6. For its services as general counsel, TKD was paid the approximate amount of

$900,000 for the period from January 25, 2010 through April 25, 2011. TKD is not owed any money for pre-bankruptcy services rendered to the Debtors. 7. Just prior to the Filing Date, the Firm received $50,000 from each of the Debtors as

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Affidavit of

an initial retainer for filing and prosecuting their Chapter 11 cases. The retainer was applied on account of contemporaneous legal advice rendered and related services performed for the Debtors with respect to the Debtors financial difficulties, various legal problems and the preparation of the Chapter 11 petitions and other required pleadings and documents. The retainers were not fully utilized as of the Filing Date and the balance of the unused retainers shall be applied to services rendered after the Filing Date. 8. Neither I, nor any member, counsel or associate of TKD, as far as I have been able

to ascertain, represent or hold any interest adverse to the Debtors, the Debtors estates, or the Debtors creditors. 9. As a result of the foregoing, I respectfully state that TKD is a disinterested person

within the meaning of that term as used in the Bankruptcy Code, including, without limitation, 101(14), 327(a), 328, and as modified by 1107(b). 10. TKD has been requested to act as the Debtors general bankruptcy counsel. In

connection with that representation, TKD anticipates that it will provide legal advice and related services to the Debtors with respect to the matters set forth in the Application. In addition, TKD expects and believes that it may be required to provide other advice and services to the Debtors as they may request from time to time in keeping with the purposes of its retention. 11. The Debtors have agreed to compensate the Firm at its usual hourly rates for

services rendered in connection with these cases and to reimburse the Firm for expenses and disbursements made in connection therewith, upon proper application to the Court. The Firms current rates, which are subject to annual increases, are as follows: Partners: Associates: Paralegals: $450.00 - $510.00 $290.00 - $420.00 $170.00 - $225.00

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Affidavit of

12.

No promises have been made to, or received by, TKD, its partners or associates as

to compensation in connection with these cases other than in accordance with the provisions of the Bankruptcy Code. TKD has no agreement regarding the sharing of compensation with any person or entity other than its economic arrangements with its own partners and associates. TKD has no agreement with any other entity to share any compensation received in connection with these cases, nor will any be made, except as permitted under 11 U.S.C. 504. 13. Other than as set forth herein, TKD has no connections with the Debtors, their

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. 14. I will be the attorney primarily responsible for handling the Debtors cases. I am

familiar with the United States Bankruptcy Code as well as the Local Rules and General Orders of this Court, as recently amended. 15. The foregoing constitutes TKDs statement pursuant to 327(a) and 328(a) of the

Bankruptcy Code and Federal Rules of Bankruptcy Procedure 2014(a) and 2016(b).

/s/ Scott S. Markowitz Scott S. Markowitz Sworn to before me this 11th day of May, 2011

/s/ Karen Menendez Karen Menendez Notary Public, State of New York No. 01ME6187810 Qualified in Queens County Commission Expires May 27, 2012

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