Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 1 of 12

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1 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 1 of 12 Stephen A. Youngman ( ) WEIL, GOTSHAL & MANGES LLP 200 Crescent Court, Suite 300 Dallas, Texas Telephone: (214) Facsimile: (214) Gary T. Holtzer (pro hac vice) Kelly DiBlasi (pro hac vice) WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York Telephone: (212) Facsimile: (212) Attorneys for Debtors and Debtors in Possession IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x : In re: : Chapter 11 : CHC GROUP LTD. et al., : Case No (BJH) : : Debtors. : (Jointly Administered) : x FIFTH NOTICE OF FILING OF SUPPLEMENTAL LIST OF ORDINARY COURSE PROFESSIONALS PURSUANT TO THAT CERTAIN ORDER PURSUANT TO SECTIONS 105(a), 327 AND 330 OF THE BANKRUPTCY CODE AUTHORIZING THE DEBTORS TO EMPLOY PROFESSIONALS USED IN THE ORDINARY COURSE OF BUSINESS On June 9, 2016, the United States Bankruptcy Court for the Northern District of Texas (the Bankruptcy Court ) entered the Order Pursuant to Sections 105(a), 327, 328, and 330 of the Bankruptcy Code Authorizing the Debtors to Employ Professionals Used in the Ordinary Course of Business [Docket No. 290] (the OCP Order ). 1 PLEASE TAKE NOTICE that pursuant to the OCP Order, the Debtors, in the exercise of their business judgment, seek to add the Ordinary Course Professional listed below (the Supplemental OCP ) to the OCP List: 1 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the OCP Order.

2 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 2 of 12 Professional KPMG Cárdenas Dosal, S.C. Address Boulevard Manuel Ávila Camacho 176 Pl, Reforma Social, Miguel Hidalgo, C.P, 11600, México, D.F. PLEASE TAKE FURTHER NOTICE that attached hereto as Exhibit A are the OCP Declaration and Retention Questionnaire for the Supplemental OCP. PLEASE TAKE FURTHER NOTICE that in accordance with the OCP Order, any responses or objections ( Objections ) to the retention of the Supplemental OCP shall be filed and properly served within fourteen (14) days following the date of service of the OCP Declaration and Retention Questionnaire (the Objection Deadline ). PLEASE TAKE FURTHER NOTICE that if no Objection is filed by the Objection Deadline, the retention of the Supplemental OCP shall be deemed approved without the need of a hearing or further order. 2

3 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 3 of 12 PLEASE TAKE FURTHER NOTICE that if a written Objection is timely filed and served, and such Objection cannot be resolved within twenty-one (21) days after the Objection Deadline, the matter shall be scheduled for adjudication at the next available hearing before the Honorable Barbara J. Houser in the Bankruptcy Court. Dated: August 30, 2016 Dallas, Texas /s/ Stephen A. Youngman WEIL, GOTSHAL & MANGES LLP Stephen A. Youngman ( ) 200 Crescent Court, Suite 300 Dallas, Texas Telephone: (214) Facsimile: (214) stephen.youngman@weil.com -and- Gary T. Holtzer (pro hac vice) Kelly DiBlasi (pro hac vice) 767 Fifth Avenue New York, New York Telephone: (212) Facsimile: (212) gary.holtzer@weil.com kelly.diblasi@weil.com Attorneys for Debtors and Debtors in Possession 3

4 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 4 of 12 EXHIBIT A OCP Declaration and Retention Questionnaire for the Supplemental OCP

5 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 5 of 12 IN THE UNITED ST A TES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x In re: Chapter 11 CHC GROUP LTD. et al., Case No (BJH) Debtors. (Jointly Administered) x DECLARATION OF MARIO ALBERTO HERNANDEZ CONTRERAS, ON BEHALF OF KPMG CARDENAS DOSAL, S.C. I. I, Mario Alberto Hernandez Contreras, pursuant to 28 U.S.C. 1746, hereby declare that the fo llowi ng is true to the best of my knowledge, in formation, and belief: 2. I am a Tax Partner of KPMG Cardenas Dosal, S.C., located at Boulevard Manuel Avila Camacho 176 Pl, Reforma Social, Mi guel Hidalgo, C.P, , Mexico, D.F. (the "Company"). 3. CHC Group Ltd. and its above-captioned debtor affiliates, as debtors and debtors in possession (collecti ve ly, the "Debtors"), 1 have requested that the Company provide tax advice and tax consulting services to the Debtors, and the Company has consented to provide such services (the "Services"). 4. The Services include, but are not limited to, the fo ll owing: analysis of altern atives to operate in Mexico, tax consequences applicabl e to the di fferent alternatives and 1 A list of the Debtors in these c hapter 11 cases, along with the last four d igits of each Debtor's fede ral tax identification num ber, where applicable, is attached hereto as Exhibit A.

6 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 6 of 12 information in connection with the Mexican tax and legal system applicable to the Debtors' contemplated business. 5. The Company may have performed services in the past and may perfo rm services in the future, in matters unrelated to these chapter I I cases, for persons that are parties in interest in the Debtors' chapter 11 cases. As part of its customary practice, the Company is retained in cases, proceedings, and transactions involving many different parties, some of whom may represent or be claimants, employees of the Debtors, or other parties in interest in these chapter 11 cases. The Company does not and will not perform services for any such person in connection with these chapter 11 cases with respect to the matter(s) on which it is to be employed. In addition, the Company does not have any relationship with any such person, their attorneys, or their accountants that would be adverse to the Debtors or their estates with respect to the matter(s) on whi ch it is to be employed. 6. Neither I nor any principal of or professional employed by the Company has agreed to share or wi II share any portion of the compensation to be received from the Debtors with any other person other than the principals and regular employees of the Company. 7. After rev iew of the Company' s internal databases and the relevant parties in interest, I determined that neither I nor any principal of or professional employed by the Company, insofar as I have been able to ascertain, holds or represents any interest adverse to the Debtors or their estates with respect to the matter(s) on which it is to be employed. 8. As of the date hereof, the Compan y owns the fo llowing stock of CHC Group Ltd.: Kind of shares: NIA Number of shares: NIA

7 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 7 of As of the date hereof, the following members, associates and/or professional employees of the Company own the fo llowing shares of stock ofchc Group Ltd.: Name: NIA Title: NIA Kind of shares: IA umber of shares: NIA 10. As of the date of the commencement of their chapter 11 cases, the Debtors owed the Company $0.00 in respect of prepetition services rendered to the Debtors. 11. The Company is condu cting further inquiries regarding its retenti on by any cred itors of the Debtors, and, upon conclusion of that inquiry, or at any time during the period of its em ployment, if the Company should discover any facts bearing on the matters descri bed herein, the Company wil l supplement the information contained in this declaration. I DECLARE UNDER PENAL TY OF PERJURY THAT THE FOREGOING IS TRUE A D CORR ECT. Dated: August 22, 2016 Name: Mari o Alberto Hernandez Contreras Title: Tax Partner Company: KPMG Cardenas Dosal S.C. Add ress: Boulevard Manuel Avi la Camacho 176 PI, Reforma Social, Miguel Hidalgo, C.P , Mexico, D. F. Telephone: Facsimile:

8 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 8 of 12 EXHIBIT A Debtors Last Four Last Four Digits of Digits of Debtor Debtor Federal Tax Federal Tax I.D. No. I.D.No. C l-ic Group Ltd CHC Hoofddorp B. V Holding SAR.L 8004 CHC Leasing (Ireland) Limited 8230 Capital Aviation Services B.V CHC etherlands B.V CHC Cayman ABL Borrower Ltd C HC orway Acquisition Co AS 6777 CHC Cayman A BL Ho ldings Ltd Heli-One (Netherlands) B.V CHC Cayman Investments I Ltd Heli-One orway) AS 2437 CHC Den Helder B.V Heli-One (U.S.) Inc CHC Global Operations (2008) ULC 7214 Heli-One (UK) Limited 2451 CHC Global Operations Canada (2008) ULC 6979 Heli-One Canada ULC 8735 C HC G lobal Operations International ULC 8751 Heli-One Ho ldings (UK) Limited 6780 CHC Helicopter ( 1) S.a r.i Heli-One Leasing (Norway) AS 2441 CHC Helicopter (2).a r.i Heli-One Leasing ULC I A CHC Helicopter (3) S.a r.i Heli-One USA Inc CHC Helicopter (4) S.a r.i Heiiworld Leasing Limited 2464 CHC Helicopter (5) S.a r.i lntegra Leasing AS 2439 CHC Helicopter Australia Pty Ltd 2402 Lloyd Bass Strait Helicopters Pty. Ltd CHC Helicopter Holding S.a r.i Lloyd Helicopter Services Limited 6781 CHC Helicopter S.A Lloyd Helicopter Services Pty. Ltd CHC Helicopters (Barbados) Lim ited 7985 Lloyd Helicopters International Ply. Ltd CHC Helicopters (Barbados) SRL IA Lloyd Helicopters Pty. Ltd CHC Holding (UK) Limited 2198 Management Aviation Limited C HC Holding L B.V. 6801

9 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 9 of 12 IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION x In re: Chapter 11 CHC GROUP LTD. et al., 1 Case No (BJH) Debtors. (Jointly Administered) x RETENTION QUESTIONNAIRE TO BE COM PLETED BY PROFESS IONA LS EM PLOYED by CHC Group Ltd. and its abovecaptioned debtor affi liates, as debtors and debtors in possession (co llectively, the "Debtors"). DO NOT FILE TH IS QUESTIONNA IR E WITH THE COURT. RETURN IT FOR FILfNG BY THE DEBTORS TO: Counsel f or the Debtors at: Weil. Gotshal & Manges LLP 767 Fifth Avenue ew York, New York Attn : David Li, Esq. All questions must be answered. Please use "none," "not applicable," or "NIA," as appropriate. ff more space is needed, please complete on a separate page and attach. I. Name and address of company: KPMG Cardenas Dosal, S.C. Boulevard Manuel Avi la Camacho 176, Pl, Reforma Social, Miguel Hidalgo, C. P , Mexico, D.F. 2. Date of retention: August 22, A list of the Debtors in these chapter 11 cases, along with the last four digirs of each Debcor s federal tax identification number, where app licable, is attached hereto as Exhibit A.

10 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 10 of Type of services to be provided (accounting, legal, etc.): Tax advice and tax consulting 4. Brief description of services to be provided: Tax advice in connection with doing business in Mexico including different tax alternatives and consequences of the same. 5. Arrangements for compensation (hourly, contingent, etc.): The fees would be charged based on hours (a) Average hourly rate (if applicable): Tax Pa1tner 450 US dollars; Manager US dollars, Staff I US dollars. Based on the services to be provided we are estimating fees for 15,000 US dollars (b) Estimated average monthly compensation based on prepetition retention (if company was employed prepetition): NIA 6. Prepetition claims against the Debtors held by the company: Amount of claim: $ IA Date claim arose: NIA ature of claim: NIA 7. Prepetition claims against the Debtors held individually by any member, associate, or professional employee of the company: Name: NIA Status: NIA Amount of claim : $NIA Date claim arose: NI A Nature of clai m: NIA 8. Stock of CHC Group Ltd. currently held by the firm: Kind of shares: NIA 2

11 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 11 of 12 umber ofshares: IA 9. tock of CHC Group Ltd. currently held indi vidua ll y by any member, associate. or professional employee of the firm: Name: Title: IA IA Kind of shares: I A umber of shares: IA I 0. Disclose the nature and provide a brief description of an y interest adverse to the Debtors or to thei r estates for the matters on which the company is to be employed: one ame and title of individual compl eting thi s form: Mario Alberto Hernandez Contreras, Tax Partner Dated: August

12 Case bjh11 Doc 814 Filed 08/30/16 Entered 08/30/16 16:43:27 Page 12 of 12 EXHIBIT A Debtors Last Four Last Four Digits of Digits of Debtor Debtor Federal Tax Federal Tax l.d. No. I.D.No. CHC Group Ltd CHC Hoofddorp B. V Holding SARL 8004 C HC Leasing (Ireland) Limited 8230 Capital Aviation Services B.V CHC etherlands B.V C HC Cayman ABL Borrower Ltd C HC orway Acquisition Co AS 6777 C HC Cayman ABL Holdings Ltd Heli-One (Netherlands) B.V C HC Cayman Investments I Ltd Heli-One (Norway) AS 2437 C HC Den Helder B.V Heli-One (U.S.) Inc CHC Global Operations (2008) ULC Heli-One (UK) Li mited 2451 CHC Global Operations Canada (2008) ULC 6979 Heli-One Canada ULC 8735 CHC Global Operations International ULC Heli-One Holdings (UK) Limited 6780 CHC Helicopter ( I) S.a r.i He li-o ne Leasi ng (Norway) AS 2441 CHC Helicopter (2) S.a r.i Heli-One Leasing ULC NI A C HC Heli copter (3) S.a r. I Heli-One USA Inc C HC Helicopter (4) S.a r. I Heliworld Leasing Limited 2464 C HC Helicopter (5) S.a r. I lntegra Leasing AS 2439 Cl-IC He! icopter Australi a Pty Ltd 2402 Lloyd Bass Strait Helicopters Pty. Ltd CHC Helicopter Holding S.a r.i Lloyd Helicopter Services Limited 6781 C l-ic Helicopter S.A Lloyd Hel icopter Services Pty. Ltd CHC He licopters (Barbados) Limited 7985 Lloyd Helicopters International Pty. Ltd CHC He licopters (Barbados) SRL NIA Lloyd Helicopters Pty. Ltd CHC Holding (UK) Limited 2198 Management Aviation Limited CHC Holding NL B.V. 6801