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Presentment Date: June 8, 2012 at 12:00 p.m. (Eastern Time) Objection Deadline: June 7, 2012 at 4:00 p.m. (Eastern Time)

PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica, Boulevard, 11th Floor Los Angeles, California 90067 Telephone: (310) 277-6910 Facsimile: (310) 201-0760 James I. Stang, Esq. (admitted pro hac vice) -and780 Third Avenue, 36th Floor New York, New York 10017 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 Ilan D. Scharf, Esq. Counsel for the Official Committee of Unsecured Creditors of The Christian Brothers Institute and Christian Brothers of Ireland, Inc. UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: Chapter 11 Case THE CHRISTIAN BROTHERS INSTITUTE, et al., Case No. 11-22820 (RDD) Debtors. (Jointly Administered) NOTICE OF PRESENTMENT OF APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR ENTRY OF AN ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT OF STEWART MCKELVEY AS CANADIAN LEGAL COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS PLEASE TAKE NOTICE that the undersigned will present the annexed Application of the Official Committee of Unsecured Creditors for Entry of an Order Authorizing and Approving the Employment of Stewart McKelvey as Canadian Legal Counsel to the Official Committee of Unsecured Creditors (the Application) to the Honorable Robert D. Drain, United States Bankruptcy Judge, for signature on June 8, 2012 at 12:00 p.m.

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PLEASE TAKE FURTHER NOTICE that responses or objections, if any, to the Application must be in writing, must conform to the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules) and the Local Rules of the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court), must set forth the name of the objecting party, the nature and amount of claims or interests held or asserted by the objecting party against the Debtors estates or property, the basis for the objection and the specific grounds therefor and must be filed with the Bankruptcy Court, no later than June 7, 2012 at 4:00 p.m., electronically in accordance with applicable rules and orders of the Bankruptcy Court, and any objection must further be served upon and actually received by the following parties (with a copy to Chambers) no later than June 7, 2012 at 4:00 p.m.: (a) Pachulski Stang Ziehl & Jones LLP 780 Third Avenue, 36th Floor, New York, NY 10017 (Attn: Ilan D. Scharf, Esq.); (b) Stewart McKelvey, Suite 1100, Cabot Place, 100 New Gower Street, St. Johns, Newfoundland, Canada A1C6K3 (Attn: Dan Boone, Esq.); and (c) the Office of the United States Trustee for the Southern District of New York, Office of the United States Trustee, 33 Whitehall Street, 21st Floor New York, NY 10004 (Attn: Paul K. Schwartzberg, Esq.).

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PLEASE TAKE FURTHER NOTICE that, if no objections to the Application are timely filed, served and received in accordance with this Notice, the Bankruptcy Court may approve the Application without further notice or hearing.

Dated:

New York, New York May 25, 2012

PACHULSKI STANG ZIEHL & JONES LLP /s/ Ilan D. Scharf James I. Stang, Esq. 10100 Santa Monica Boulevard, 11th Floor Los Angeles, California 90067 Telephone: (310) 277-6910 Facsimile: (310) 201-0760 - and Ilan D. Scharf, Esq. 780 Third Avenue, 36th Floor New York, New York 10017 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 Counsel for the Official Committee of Unsecured Creditors of The Christian Brothers Institute and Christian Brothers of Ireland, Inc.

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Presentment Date: June 8, 2012 at 12:00 p.m. (Eastern Time) Objection Deadline: June 7, 2012 at 4:00 p.m. (Eastern Time)

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: Chapter 11 Case THE CHRISTIAN BROTHERS INSTITUTE, et al., Case No. 11-22820 (RDD) Debtors. (Jointly Administered)

APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR ENTRY OF AN ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT OF STEWART MCKELVEY AS CANADIAN LEGAL COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS The Official Committee of Unsecured Creditors (the Committee) appointed in the above-captioned cases (the Cases) of The Christian Brothers Institute (CBI) and The Christian Brothers of Ireland, Inc. (CBOI and, together with CBI, the Debtors) hereby submits this Application of the Official Committee of Unsecured Creditors for Entry of an Order Authorizing and Approving the Employment of Stewart McKelvey as Canadian Legal Counsel to the Official Committee of Unsecured Creditors (the Application). In support of this Application, the Committee relies on the declaration of Dan Boone (the Boone Declaration) attached hereto as Exhibit A and respectfully represents as follows: RELEVANT FACTS A. Background Facts 1. On April 28, 2011 (the Petition Date), the Debtors filed voluntary

petitions for relief under chapter 11 of the Bankruptcy Code. 2. The Debtors have continued in the possession of their property and have

continued to operate and manage their business as debtors in possession pursuant to sections

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1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in these Cases. 3. On May 11, 2011, the Office of the United States Trustee (the U.S.

Trustee) appointed the Committee pursuant to section 1102 of the Bankruptcy Code. On May 23, 2011, the U.S. Trustee appointed a seventh member to the Committee. The Committee comprises seven individuals who are plaintiffs in cases pending against at least one of the Debtors in either Washington State or Canada. 4. The Committee retained Pachulski Stang Ziehl & Jones LLP (PSZJ) as

counsel to represent the Committee in all matters during the pendency of these Cases. The Court has approved the Committees retention of PSZJ. B. The Congregation of Christian Brothers 5. The Congregation of Christian Brothers (the Congregation) is a Catholic

religious order founded in 1802. The Congregation is a canonical organization set up by the Roman Catholic Church as a teaching order under the church.1 The Congregations members are referred to as Brothers. The Committee understands that the Congregations religious mission is primarily focused on youth education. The Congregation has delineated various geographic provinces throughout the world, including North America, in which the Congregation operates. The Congregation has had a continuous presence in North America since approximately the early twentieth century, including in Newfoundland, Canada. Prior to approximately 1966, the Congregation had one North American Province (the Old NAP)
1

See Transcript of 341 meeting held on June 28, 2011 (341 Tr.) at 23:13-16. See also THE HONORABLE S.H.S. HUGHES, Q.C., ROYAL COMMISSION OF INQUIRY INTO THE RESPONSE OF THE NEWFOUNDLAND CRIMINAL JUSTICE SYSTEM TO COMPLAINTS , Vol. 1, p. 1 (May 31, 1991) (the Hughes Commission Report) (available at http://lewisday.ca/ldllf.files/pdf/Mt.Cashel vol1.pdf (last visited on September 22, 2011)); REPORT OF THE COMMISSION TO INQUIRE INTO CHILD ABUSE, 6.01 (May 2009) (available at http://www.childabusecommission.ie/rpt/01-06.pdf (last visited on September 22, 2011)) (the Abuse Commission Report).

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operating in the United States and Canada. By the early 1960s, the Congregation divided its North American Province into three provinces: the Eastern American Province (the Eastern Province); the Western American Province (the Western Province); and the Canadian Province (collectively, with the Eastern Province and the Western Province, the Three Provinces). As of 2005, the Three Provinces merged into a single province (the 2005 Restructuring) called the Edmund Rice Christian Brothers North American Province (the New NAP). 6. Like other U.S.-based Catholic dioceses and religious orders, the

Congregation conducts its North American temporal affairs through civil entities. The Canadian Province utilized The Christian Brothers of Ireland in Canada (CBIC) as its civil entity.2 CBIC was incorporated in December 1962. Upon information and belief, prior to 1962, the Congregation operated in Canada through debtor CBI. CBIC was liquidated through a Canadian proceeding initiated in 1996 in the wake of claims resulting from sex abuse by brothers in the Mount Cashel Orphanage operated by CBIC and/or CBI in Newfoundland.3 C. Investigation and Litigation in Canada on Account of Sexual Abuse Perpetrated by Christian Brothers 7. The purpose of these Cases is to address the Debtors liabilities for abuse

perpetrated by Christian Brothers or others for whom the Debtors are responsible. In that regard, the Committee is investigating the Debtors prepetition financial condition in order to ascertain the full extent of assets that may be available to provide recoveries to creditors in these Cases. 8. Budden, Morris Law Office (BMLO) is counsel to plaintiffs or

claimants in cases pending against the Debtors and related entities in Canada. BMLO has
2 3

See Rowland v. Vancouver College Ltd., 205 D.L.R. (4th) 193 at 9. See generally, In the Matter of the Winding Up of the Christian Brothers of Ireland in Canada, 49 C.B.R. (4th) 12, 69 O.R. (3d) 507 (2004).

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represented or currently represents approximately 40 plaintiffs or claimants seeking damages from certain of the Debtors and related entities since the mid-1990s. During the course of such representations, BMLO has obtained documents, testimony and other discovery (the BMLO Discovery Material) from various parties, including CBI, Canadian government entities, and the liquidator appointed in CBICs winding up. 9. The Canadian government, including law enforcement agencies, obtained

a substantial amount of discovery through its investigation of abuse at Mount Coshel. In addition, CBICs liquidator conducted an extensive investigation of CBIC. Finally, other parties in Canada, such as insurers or other Catholic institutions, may have information regarding the Debtors prepetition financial condition. As such, the Canadian government, the Canadian liquidator and other parties in Canada may have documents and information material to the Committees investigation of the Debtors prepetition financial condition (collectively, with the BMLO Discovery Material, the Canadian Discovery Material) 10. The Committee believes that the Canadian Discovery Material is likely to

be helpful to the Committees investigation of the Debtors prepetition financial condition. However, BMLO (and other Canadian entities) appear to be constrained from producing the Canadian Discovery Material to the Committee voluntarily due to the implied undertaking rule. The Canadian implied undertaking rule protects disclosure of evidence obtained through discovery in a civil action.4 Specifically, the implied undertaking rule under which evidence compelled during pre-trial discovery from a party to civil action can be used by the parties only for the purpose of the litigation in which it was obtained.5 The undertaking is to the Canadian

4 5

See Doucette v. Wee Watch Daycare Systems Inc., 290 D.L.R. (4th) 193 (S.C.C. 2008). Id. at 1.

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Court and leave of the Canadian Court is necessary to produce discovery to a third party.6 BMLO has advised counsel to the Committee that the Committee may obtain the Canadian Courts leave to produce Canadian Discovery Material to the Committee upon, among other things, an appropriate petition to Canadian Courts for relief from the implied undertaking. In addition, the Committee anticipates that enforcement of subpoenas issued to Canadian entities pursuant to Bankruptcy Rule 2004 would be challenging. 11. Accordingly, the Committee respectfully requests entry of an order

authorizing Stewart McKelvey to serve as Canadian legal counsel to the Committee in order to facilitate the production and/or turnover of any Canadian Discovery Material to the Committee. JURISDICTION 12. The Court has jurisdiction over this Application pursuant to 28 U.S.C.

157 and 1334. This matter is a core proceeding within the meaning of 28 U.S.C. 157(b)(2). Venue of this proceeding and this Application is proper in this District pursuant to 28 U.S.C. 1408 and 1409. The statutory bases for the relief requested herein are sections 328(a), 504, and 1103 of Title 11 of the United States Code (the Bankruptcy Code) and Rules 2014 and 2016 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules). RELIEF REQUESTED AND BASIS FOR RELIEF 13. By this Application, the Committee seeks to employ and retain Stewart

McKelvey as its Canadian legal counsel on the terms set forth in this Application. The Committee understands that Stewart McKelvey will seek compensation from the Debtors estates and reimbursement of expenses incurred on the Committees behalf, subject to the Courts procedures in these Cases.

Id. at 27.

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A.

Services to be Rendered by Stewart McKelvey 14. Stewart McKelvey will render all Canadian legal services necessary to

obtain the Canadian Discovery Material. These legal services include, but shall not be limited to: (i) filing all pleadings necessary to obtain Canadian Discovery Material in accordance with the implied undertaking rule, (ii) making necessary appearances in Canadian Court, (iii) generally handle all litigation matters in Canada relating to the production and/or turnover of the Canadian Discovery Material to the Committee, and (iv) generally handle all matters in Canada relating to a plan of reorganization and the Debtors discharge, if applicable. B. Stewart McKelveys Expertise 15. Stewart McKelvey is a pre-eminent law firm in Atlantic Canada. Stewart

McKelvey is one of the twenty (20) largest law firms in Canada with more than 220 lawyers in six locations in Atlantic Canada, including Newfoundland. The Committee believes that Stewart McKelveys resources and depth of experience are necessary to apply for leave to the Canadian Court and obtain the Canadian Discovery Material for the Committee. C. Stewart McKelveys Disinterestedness 16. Except as set forth in the Boone Declaration, neither Stewart McKelvey

nor any of its professionals or paraprofessionals, insofar as the Committee has been able to ascertain, represent any interest adverse to the Debtors, their estates, their creditors, and the Committee in the matters upon which Stewart McKelvey is to be engaged. Stewart McKelvey is a disinterested person, as the Committee understands this term to be defined, within the meaning of section 101(14), as modified by section 1103(b), of the Bankruptcy Code. 17. To the best of the Committees knowledge and except as set forth in the

Boone Declaration, Stewart McKelvey has no prior connection with the Debtors, their creditors,

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or any other party in interest, or their respective attorneys or accountants in the matters upon which it is to be engaged that would in any way disqualify it from representing the Committee. 18. Stewart McKelvey has indicated a willingness to act as Canadian legal

counsel to the Committee, in accordance with the terms of this Application. COMPENSATION 19. Subject to Court approval and in accordance with section 330(a) of the

Bankruptcy Code, compensation will be payable to Stewart McKelvey by the Debtors for the services of Stewart McKelveys professionals and paraprofessionals at their customary hourly billing rates, which shall be subject to the following ranges:7 20. 21. 22. 23. Partners: Associates: Paralegals: $245.00 to $405.00 $160.00 to $230.00 $100.00 to $150.00

The primary professional responsible for Stewart McKelveys engagement

is Dan Boone (Regional Managing Partner), whose current hourly rate is $365.00. 24. In addition, Stewart McKelvey will be reimbursed for its actual,

necessary, and reasonable expenses. 25. Stewart McKelvey periodically adjusts its rates to reflect economic and

other conditions. Stewart McKelvey will provide notice to the Court of any adjustment of its hourly rates and will serve such notice upon the U.S. Trustee, the Debtors, and members of the Committee. Stewart McKelvey does not plan on increasing its rates in these Cases until January 2013.

All hourly rates are expressed in Canadian dollars (CAD).

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26.

Stewart McKelvey charges for all expenses incurred in connection with its

clients cases. These expenses include, among other things, conference call charges, mail and express mail charges, special or hand delivery charges, document retrieval charges, photocopying charges, charges for mailing supplies (including, without limitation, envelopes and labels) that Stewart McKelvey provides to outside copying services for use in mass mailings, travel expenses, expenses for working meals, computerized research, transcription costs, and non-ordinary overhead expenses such as secretarial overtime and other staffing overtime. Stewart McKelvey will bill for these expenses in a manner and at rates consistent with those charged to other clients, and the rules and requirements of this Court. NOTICE 27. Notice of this Application has been given to (i) the U.S. Trustee; (ii)

counsel to the Debtors; and (iii) those parties requesting notice pursuant to Bankruptcy Rule 2002. The Committee submits that, in light of the nature of the relief requested, no other or further notice need be given. PRIOR REQUEST 28. The Committee has not made a similar Application in this Court or in any

other court to employ Stewart McKelvey in these Cases.

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WHEREFORE, the Committee requests entry of an Order substantially in the form attached hereto as Exhibit B, authorizing the Committee to employ and retain Stewart McKelvey as Canadian legal counsel to the Committee, and granting such other and further relief as is just and proper.

Dated: Seattle, Washington May 24, 2012

/s/ Joseph Shanks Joseph Shanks, in his capacity as Co-Chairman of the Official Committee of Unsecured Creditors of The Christian Brothers Institute and The Christian Brothers of Ireland, Inc. /s/ Edwin Fowler Edwin Fowler, in his capacity as Co-Chairman of the Official Committee of Unsecured Creditors of The Christian Brothers Institute and The Christian Brothers of Ireland, Inc.

Dated: Newfoundland, Canada May 24, 2012

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EXHIBIT A
(Declaration of Dan Boone)

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: Chapter 11 Case THE CHRISTIAN BROTHERS INSTITUTE, et al., Case No. 11-22820 (RDD) Debtors. (Jointly Administered)

DECLARATION OF DAN BOONE IN SUPPORT OF APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR ENTRY OF AN ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT OF STEWART MCKELVEY AS CANADIAN LEGAL COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS DAN BOONE declares under penalty of perjury as follows: 1. I am the regional managing partner at Stewart McKelveys Newfoundland

offices located at Suite 1100, Cabot Place, 100 New Gower Street, St. Johns, Newfoundland, Canada A1C6K3.1 2. I am authorized to make this declaration (the Declaration) in support of

Stewart McKelveys employment as Canadian legal counsel to the Official Committee of Unsecured Creditors (the Committee) in the above-captioned bankruptcy cases (the Cases) of The Christian Brothers Institute (CBI) and The Christian Brothers of Ireland, Inc. (CBOI and, together with CBI, the Debtors). 3. I have personal knowledge of the facts stated in this Declaration, except

where matters are stated on information and belief. As to those facts, I am informed and believe that they are true. If called as a witness, I could and would testify competently to these facts. 4. I submit this Declaration in support of the Application of the Official

Committee of Unsecured Creditors for Entry of an Order Authorizing and Approving the
1

All terms used but not defined herein shall have the meanings ascribed to them in the Application.

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Employment of Stewart McKelvey as Canadian Legal Counsel to the Official Committee of Unsecured Creditors (the Application). 5. In these Cases, Stewart McKelvey can provide the Committee with

particular expertise in seeking leave from the Canadian Court relating to the implied undertaking rule and the subsequent turnover of the Canadian Discovery Material. 6. Stewart McKelvey is a pre-eminent law firm in Canada. Stewart

McKelvey is one of the twenty (20) largest law firms in Canada with more than 220 lawyers in six locations in Atlantic Canada, including Newfoundland. 7. The Committee has asked Stewart McKelvey to provide the following

legal services in Canada relating to these Cases and the recovery of the Canadian Discovery Material: (i) file all pleadings necessary to contest the implied undertaking rule, (ii) make necessary appearances in Canadian Court, (iii) generally handle all litigation matters in Canada relating to the production and/or turnover of the Canadian Discovery Material to the Committee, and (iv) generally handle all matters in Canada relating to a plan of reorganization and the Debtors discharge, if applicable. 8. Stewart McKelveys current and customary hourly billing rates for its

professionals and paraprofessionals are as follows: i. ii. iii. 9. Partners: Associates: Paralegals: $245.00 to $405.00 $160.00 to $230.00 $100.00 to $150.00

I am the primary professional responsible for Stewart McKelveys

engagement and my current hourly rate is $365.00.

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10.

Stewart McKelvey periodically adjusts its rates to reflect economic and

other conditions. Stewart McKelvey will provide notice to the Court of any adjustment of its hourly rates and will serve such notice upon the U.S. Trustee, the Debtors, and members of the Committee. Stewart McKelvey does not plan on increasing its rates in these Cases until January 2013. 11. Stewart McKelvey charges for all expenses incurred in connection with its

clients cases. These expenses include, among other things, conference call charges, mail and express mail charges, special or hand delivery charges, document retrieval charges, photocopying charges, charges for mailing supplies (including, without limitation, envelopes and labels) that Stewart McKelvey provides to outside copying services for use in mass mailings, travel expenses, expenses for working meals, computerized research, transcription costs, and non-ordinary overhead expenses such as secretarial overtime and other staffing overtime. Stewart McKelvey will bill for these expenses in a manner and at rates consistent with those charged to other clients, and the rules and requirements of this Court. 12. to Court approval. 13. Stewart McKelvey has not received any retainer from any person, or any Stewart McKelvey understands that all of its fees and expenses are subject

payment, or any promise of payment in relation to these Cases, during the one-year period prior to the filing of the Debtors petition. No postpetition compensation has been paid or promised to be paid from a source other than the estate in these Cases. Neither the Committee nor its members (or any of their representatives) are or will be liable for fees or costs that Stewart McKelvey incurs in its representation of the Committee.

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14.

Stewart McKelvey has made the following investigation of

disinterestedness prior to submitting this affidavit: in connection with the proposed retention of Stewart McKelvey as consultant to the Committee, Stewart McKelvey received a list of the Debtors known associations. At my direction Stewart McKelvey processed through its computerized conflict check system the Debtors names as well as the names of the members of the Committee that have been identified (the Conflicts Search List). A true and correct copy of the Conflicts Search List is attached hereto as Schedule 1. I reviewed the results of that processing. Stewart McKelvey has concluded that it does not have any conflicts with any of the entities listed on the Conflicts Search List. 15. Based on the process referred to above, to the best of my knowledge,

information, and belief, I am informed and believe as follows: a. Stewart McKelvey has had no previous contact or ties with the Debtors; Stewart McKelvey does not provide services to any entity listed on the Conflicts Search List; Stewart McKelvey is not a creditor, an equity security holder, or an insider of the Debtors; Stewart McKelvey was not, within three years before the Petition Date, an investment banker for a security of the Debtors, or an accountant or consultant to such investment banker in connection with the offer, sale, or issuance of any security of the Debtors; Stewart McKelvey is not and was not, within two years before the Petition Date, a director, officer, or employee of the Debtors or of an investment banker of the Debtors; Stewart McKelvey does not have an interest materially adverse to the interest of the Debtors or of any class of creditors or equity security holders by reason of any direct or indirect relationship with, connection with, or interest in, the Debtors or any investment banker, or for any other reason;

b.

c.

d.

e.

f.

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g.

Except with respect to certain other bankruptcy engagements where I or Stewart McKelvey acted or acts as counsel to a debtor or a committee, Stewart McKelvey has no connection with the United States Trustee or persons employed by the Office of the United States Trustee; and Stewart McKelvey was not owed any sums by the Debtors for services rendered or costs advanced on behalf of the Debtors prior to the Petition Date.

h.

16.

Stewart McKelvey may in the future provide services to parties listed on

the Conflicts Search List, or to other creditors or parties in interest in the these Cases, which services are unrelated to any matter involving these Cases. However, to the best of my knowledge, none of those prior and current engagements or other dealings makes Stewart McKelvey an interested person under the Bankruptcy Code. If Stewart McKelvey identifies a creditor or other party in interest of the Debtors estates that Stewart McKelvey has or is providing services to in connection with these Cases, it will promptly disclose such information in writing to the Court and to the Office of the United States Trustee. 17. Stewart McKelvey is currently employed in unrelated cases, including

bankruptcy cases, as legal counsel in Canada, for which other counsel associated with these Cases may be involved. I believe that such connections do not give Stewart McKelvey an adverse interest to the Debtors and do not affect Stewart McKelveys disinterestedness under 11 U.S.C. 327. Pursuant to 28 U.S.C. 1746, I declare under penalty of perjury that the foregoing is true and correct. Dated this 22nd day of May, 2012. /s/ Dan Boone Dan Boone

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SCHEDULE 1
(Conflict Search List)
Name 1. William Shanks 2. Thomas James 3. Joseph Shanks 4. Edwin Fowler 5. James J. Eason 6. William Williams 7. Patrick Cullinan 8. Christian Brothers Institute 9. Christian Brothers of Ireland 10. Edmund Rice Christian Brothers- North American Province 11. Congregation of Christian Brothers 12. Maryland Casualty Company (Zurich) 13. Pacific Indemnity Company (Chubb Group of Insurance Companies) 14. ODea High School 15. Briscoe Memorial School 16. Providence Insurance Co. 17. Konica Minolta 18. Martin Whalen 19. Canandaigua National Bank 20. Country Bank 21. Con Ed 22. Christian Brothers Foundation 23. Community Support Corporation 24. Congregation of Notre Dame 25. FIA Card Services/Bank of America 26. Lynn F. Field, PhD 27. Mark Donahue 28. National Catholic Educational 29. Rev. Steven A DeMartino 30. Ridgewood Savings Bank 31. United Water 32. Alltron 33. Bishop Kearney High School 34. Canon Business Solutions

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Name 35. Castle Oil Corp. 36. Conrad R. Catalano 37. Garrett & Mary Naylor 38. GE Capital Corp. 39. Metro Honda 40. Pitney Bowes 41. Royal Catholic Church of the Archdiocese of New Orleans 42. All Hallows Institute 43. Saint Josephs Residence, Inc. 44. IPPC 45. Kenneth J. Lau

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EXHIBIT B
(Proposed Order)

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: THE CHRISTIAN BROTHERS INSTITUTE, et al., Debtors. Chapter 11 Case No. 11-22820 (RDD)

ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT OF STEWART MCKELVEY AS CANADIAN LEGAL COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS Upon consideration of the Application of the Official Committee of Unsecured Creditors for Entry of an Order Authorizing and Approving the Employment of Stewart McKelvey as Canadian Legal Counsel to the Official Committee of Unsecured Creditors (the Application),1 filed by the Official Committee of Unsecured Creditors appointed in the abovecaptioned case (the Committee), and upon the Declaration of Dan Boone (the Boone Declaration) in support of the Application; and the Court being satisfied based on the representations made in the Application and in the Boone Declaration that Stewart McKelvey represents no interest adverse to the Debtors estates with respect to the matters upon which it is to be engaged, that it is a disinterested person as that term is defined under section 101(14) of the Bankruptcy Code, as modified by section 1103(b) of the Bankruptcy Code, and that its employment by the Committee is necessary; and the Court having jurisdiction to consider the Application and the relief requested therein pursuant to 28 U.S.C. 157 and 1334; and this matter being a core proceeding pursuant to 28 U.S.C. 157(b)(2); and venue being proper in this District pursuant to 28 U.S.C. 1408 and 1409; and it appearing that the relief requested in the Application is in the best interests of the Committee, the Debtors and other parties in interest;
1

Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Application.

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and the Committee having provided adequate and appropriate notice of the Application under the circumstances; and after due deliberation and good and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT: 1. 2. The Application is GRANTED as set forth herein. In accordance with sections 328, 504, and 1103 of the Bankruptcy Code,

Bankruptcy Rules 2014 and 2016 and Local Bankruptcy Rules 2014-1 and 2016-1, the Committee is authorized to employ and retain Stewart McKelvey as its Canadian legal counsel on the terms set forth in the Application and the Boone Declaration. 3. Stewart McKelvey shall apply for compensation for professional services

rendered and reimbursement of expenses incurred in connection with the Debtors chapter 11 cases in compliance with the applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the U.S. Trustee Guidelines, and any other applicable procedures and orders of this Court, including General Order M-389 and the Order Granting Debtors Motion to Establish Procedures for Monthly Compensation and Reimbursement of Expenses of Professionals [Docket No. 64], and such other orders as this Court may direct. 4. Stewart McKelvey is authorized to render professional services to the

Committee as described in the Application. 5. Stewart McKelvey shall provide notice to the Court of any adjustments of

its hourly rates, and shall serve such notice upon the U.S. Trustees, the Debtors, and members of the Committee. 6. The Committee and Stewart McKelvey are authorized and empowered to

take all actions necessary to implement the relief granted in this Order.

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7.

The terms and conditions of this Order shall be immediately effective and

enforceable upon its entry. 8. This Court shall retain jurisdiction with respect to all matters arising from

or related to the implementation of this Order. Dated: White Plains, New York May __, 2012 UNITED STATES BANKRUPTCY JUDGE

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