EX-24. 2 rrd344454_389549.htm POWER OF ATTORNEY

rrd344454_389549.html

                                POWER OF ATTORNEY

     The undersigned hereby appoints Todd Molz, Richard Ting, Emily Alexander,
Lisa Arakaki, Brian Beck, Martin Boskovich, Jeffrey Joseph, Philip McDermott and
Jordon Mikes, and any of them acting alone, the attorneys-in-fact (collectively,
the "Attorneys-in-Fact" and individually an "Attorney-in-Fact") of the
undersigned for the purpose of executing in the undersigned's name, in the
undersigned's individual capacity or in any other capacity, including, without
limitation, as applicable, in the undersigned's capacity as a director, officer,
principal, member or partner of or in other capacities with Oaktree Capital
Group, LLC, a Delaware limited liability company ("OCG"), Oaktree Capital Group
Holdings GP, LLC, a Delaware limited liability company ("OCGH GP"), or Oaktree
Capital Group Holdings, L.P. ("OCGH"), a Delaware limited partnership, to comply
with the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act"),
and the U.S. Securities Act of 1933, as amended (the "Securities Act"), and any
requirements of the U.S. Securities and Exchange Commission (the "SEC") in
respect thereof, (i) all documents, certificates, instruments, notices,
statements, agreements and other filings relating to the ownership, beneficial
or otherwise, of securities of OCG, OCGH GP, OCGH or any of their subsidiaries
or affiliates ("documents") that the undersigned may be required to file
pursuant to Section 13(d), Section 13(f) or Section 16(a) of the Exchange Act,
including, without limitation, any report or statement on Schedule 13D, Schedule
13G, Form 13F, Form 3, Form 4 or Form 5, or any amendment thereto; (ii) any
report or notice required under Rule 144 of the Securities Act, including,
without limitation, Form 144, or any amendment thereto; and (iii) any and all
other documents that may be necessary or appropriate in connection with or in
furtherance of any of the foregoing, including, without limitation, Form ID, or
any amendments thereto, and any other documents necessary or appropriate to
obtain codes and passwords enabling the undersigned to make electronic filings
with the SEC of reports required pursuant to Section 13(d) or Section 16(a) of
the Exchange Act or any rule or regulation of the SEC, such power and authority
to extend to any form or forms adopted by the SEC in lieu of or in addition to
any of the foregoing; in each case, as determined by such Attorney-in-Fact to be
necessary or appropriate. Any such determination shall be conclusively evidenced
by such Attorney-in-Fact's execution, delivery, furnishing and/or filing of the
applicable document.

     All past acts of the Attorneys-in-Fact in furtherance of the foregoing are
hereby ratified and confirmed.

     This power of attorney shall remain in effect from the date hereof until
the date revoked by the undersigned in a signed writing delivered to the
Attorneys-in-Fact, and this power of attorney does not revoke or replace any
other power of attorney that the undersigned has previously granted.

     IN WITNESS WHEREOF, I have hereunto set my hand this 10th day of June, 2013.



                                        /s/ Scott L. Graves
                                        ----------------------------------------
                                        Scott L. Graves