Page 1 of 11

July 17, 2015

VIA E-MAIL: e-ORI@dol.gov and e-OED@dol.gov

Office of Regulations and Interpretations, Employee Benefits Security Administration 

Office of Exemption Determinations, Employee Benefits Security Administration

Attention: Conflict of Interest Rule, and related exemption package

Room N-5655 and Suite 400

U.S. Department of Labor

200 Constitution Avenue, NW

Washington, DC 20210

Re: RIN 1210-AB32, Conflict of Interest Rule

RIN 1210-ZA25, Best Interest Contract Exemption (D-11712)

RIN 1210-ZA25, Prohibited Transaction Exemption 84-24 (D-11850)

Dear Sir or Madam:

Great-West Financial (“Great-West”)1 appreciates the opportunity to share our comments and concerns 

regarding proposed regulations (herein, the “Proposed Rule”) from the Employee Benefits Security 

Administration (“EBSA”) defining when and how investment advice is provided under the Employee 

Retirement Income Security Act of 1974, as amended (“ERISA”), as well as the related exemption 

proposals.

As background, Great-West provides insurance and investment services to many thousands of benefit 

plans and IRAs through its relationship with Empower Retirement, our related retirement business. We 

also provide investment products like variable annuity contracts to IRAs through our distribution 

partners at other firms. Great-West is a significant presence in the retirement industry, with more than 

7.5 million participants in the plans and IRAs we serve, and with more than 440 billion dollars in assets 

under administration. We have been at the forefront of developing innovative products that help 

workers and investors accumulate and manage income in retirement.

Great-West’s mission is to support the retirement security of American workers and investors, whether 

those workers and investors are saving for retirement through workplace plans, annuity contracts or 

IRAs, and whether the investments that drive retirement readiness are funds or insurance contracts. It 

is our experience that financial advisors, in particular, play a key role in helping America plan for a 

secure retirement, and we believe the role of an advisor in retirement planning must be encouraged to 

continue. 

 1 Great-West Financial is the brand name of the family of insurance, recordkeeping, trust, investment, and 

investment advisory companies owned by Great-West Life & Annuity Insurance Company, including Great-West 

Life & Annuity Insurance Company of New York, Great-West Financial Retirement Plan Services, LLC, Great-West 

Trust Company, LLC, FASCore, LLC, and Advised Assets Group, LLC. 
Page 2 of 11

Against this background, this comment letter addresses several topics in depth: 

- The Proposed Rule’s impact on the availability of investment advice for retirement assets;

- The Proposed Rule’s impact on insurance and retirement income;

- The Best Interest Contract Exemption (the “BIC exemption”); and 

- Prohibited Transaction Exemption 84-24.

The last section of this letter contains a list of other topics under the Proposed Rule that we believe 

EBSA should consider.

A. The Proposed Rule Will Discourage Investment Advice about Retirement 

Great-West is deeply committed to supporting the advisor community, since we believe advisors are an 

integral part of helping workers and investors save and prepare for retirement. In fact, a recent study by 

Oliver Wyman2 suggests that individuals with access to professional guidance exhibited behaviors 

commonly associated with long-term investment success. Specifically, the report found that when 

compared to individuals without a financial advisor, those with access to an advisor:

- Own more diversified investment portfolios;

- Stay invested in the market by holding less cash and cash equivalents;

- Take fewer premature cash distributions; and

- Re-balance their portfolios with greater frequency to stay in line with their investment

objectives and risk tolerances. 

Accordingly, we disagree with regulatory efforts that would make it more difficult for advisors to discuss

retirement investment and planning. 

We believe, however, that the Proposed Rule will do just that - make it more difficult for advisors to 

speak to workers and investors about retirement assets. This is because the Proposed Rule will require 

many financial advisors to deal with the red tape of the BIC exemption to discuss retirement assets like 

IRAs with their clients. For those who choose to deal with the BIC exemption, client interactions will 

now include even more complex contract terms, and complicated, confusing disclosures. EBSA’s 

regulatory policy will hinder discussions about retirement, at a time when workers and investors are 

more and more individually responsible for insuring they have adequately saved for retirement. 

We believe these unintended effects outweigh EBSA’s concerns about potential conflicts of interest. 

The Proposed Rule upsets longstanding business models that have provided access to professional 

advice to generations of workers and investors, and EBSA should carefully consider the Proposed Rule’s 

unintended consequences in finalizing the Proposed Rule.

 2 Oliver Wyman, “The role of financial advisors in the US retirement market,” July 10, 2015.
Page 3 of 11

B. The Proposed Rule Will Discourage Discussion and Adoption of Insurance and Retirement Income

Products

Great-West offers many insurance and investment products to benefit plans and IRAs that will be 

impacted by the Proposed Rule, including annuity contracts through which defined contribution plans 

and IRA accountholders make investments.

As EBSA is well aware, American workers are less and less likely to be covered by a defined benefit plan 

that provides a fixed stream of income at retirement. Instead, most workers must now rely on defined 

contribution plans and IRAs to supplement any Social Security benefits. We believe that while most 

workers understand the importance of saving for retirement, many workers have not saved enough to 

maintain their income in retirement. Others may outlive their savings. 

In this environment, insurance features in retirement plans and IRAs are more important than ever. 

Insurance products can provide guaranteed income to investors, and this guarantee is backed by the 

financial security of a regulated insurer. Considering these unique benefits, EBSA’s regulatory policy 

should encourage the inclusion of insurance investments in plans and IRAs. Indeed, EBSA recently 

stated that it has an ongoing initiative to “encourage the prudent consideration, offering, and use of 

lifetime income alternatives, including annuities, in retirement plans.”3

To encourage consideration of insurance products, it is clear that advisors and insurance companies 

need to discuss insurance products with workers, plan sponsors, and IRA accountholders. However, due 

to the broad definition of advice under the Proposed Rule, there is a significant risk that any 

conversations about products will be deemed to be fiduciary investment advice. The Proposed Rule 

would define advice as a “recommendation as to the advisability of acquiring, holding, disposing or 

exchanging securities or other property.” Recommendation is further defined as a “communication 

that, based on its content, context, and presentation would reasonably be viewed as a suggestion that 

the advice recipient engage in or refrain from taking a particular course of action.” Given the breadth of 

this definition, taken to its logical extension, and absent an appropriate sales exemption, virtually any 

discussion with an individual regarding product offerings would result in a fiduciary obligation. 

We believe if the Proposed Rule is finalized without change, firms will assess the risk of taking on 

fiduciary liability in interactions where insurance products are discussed. We believe most firms will 

instruct advisors and representatives to avoid specific conversations, since that will likely impart 

fiduciary status. Some insurance products are complicated, and plan sponsors, participants, and IRA 

accountholders should be able to discuss insurance products without every discussion resulting in a 

fiduciary conversation. Although EBSA purports to address these concerns through the Proposed Rule’s 

education carve-out, and the exemption package, we believe the Proposed Rule will still make having 

unguarded discussions with workers and plan sponsor fiduciaries about insurance products less likely, 

and this will lead to less adoption of these uniquely useful products.

 3 See Field Assistance Bulletin No. 2015-02, released July 13, 2015.
Page 4 of 11

Great-West is committed to acting in the best interests of those we have the privilege of serving. 

However, we believe the Proposed Rule itself should better accommodate providing insurance and 

retirement income products to participants, plans and IRAs by:

1. Expanding the seller’s carve-out to include small plan fiduciaries. EBSA should include in the 

seller’s carve-out an exception for sales interactions with the fiduciaries of participant-directed 

defined contribution plans, since the current and proposed exemptions do not sufficiently 

mitigate the need for such a carve-out. We believe that the fiduciaries of small, participantdirected plans understand a sales pitch when they hear one. ERISA imposes significant 

responsibility on all fiduciaries, not just large plan fiduciaries, and to treat small plan fiduciaries 

differently than large plan fiduciaries is inconsistent with the statute’s expectations. Any 

concerns that EBSA may have in this regard can be addressed by a simple “warning” disclosure.

2. Expanding the seller’s carve-out to include plan participants and IRA accountholders. EBSA 

should include in the seller’s carve-out an exception for sales interactions with plan participants 

and IRA accountholders. We believe plan participants and IRA accountholders understand that 

financial service companies earn compensation from the investment and insurance products 

they sell, and under an expanded seller’s exception, individuals could be provided with a 

disclosure to this effect. By expanding the seller’s exception to include these kinds of 

participants, EBSA would encourage more detailed dialogue about insurance products in plans 

and IRAs, short of making discussions potentially subject to the BIC exemption’s burdensome 

requirements.

3. Expanding the carve-out for valuations of separately pooled accounts as applied to single plans. 

The Proposed Rule contains a carve-out for valuations of investment funds like pooled separate 

accounts, but this carve-out appears to apply only to products used with “more than one 

unaffiliated plan.” For several plan clients, Great-West maintains a stand-alone, custom stable 

value fund. Each custom stable value fund is structured as a pooled separate account, and each 

custom stable value fund can hold the assets of a single plan. We don’t believe there is a 

compelling policy argument about why valuations for a custom stable value fund organized for a 

single plan should amount to fiduciary activity, and we believe the carve-out should be 

expanded to apply to single plan investment fund arrangements.

4. Drafting the education carve-out to accommodate innovative participant tools. The Proposed 

Rule contains an education carve-out that specifies four categories of educational materials that 

will not be considered fiduciary investment advice. We believe providing educational 

information to plan participants and IRA accountholders is a critical way to encourage the saving 

and investing behavior needed to achieve retirement readiness. However, we are concerned 

that the education carve-out as drafted may not accommodate innovative investment tools, and 

we encourage EBSA to draft the education carve-out in a way that accommodates new 

educational products and tools. For example, so-called “next step” participant tools may 

suggest that a 401(k) plan participant take steps to raise 401(k) contributions to maximize the 
Page 5 of 11

plan’s employer match, or consider a change in asset allocation based on a participant’s past 

investment history. It is not clear that these tools would be covered by the proposed education 

carve-out, and we believe that these tools are critical in driving participant retirement readiness.

To address these concerns, we believe the education carve-out should state that the examples 

contained in each of the four education categories are not an exclusive list of information that 

could be provided under each of the four categories. We also believe the Proposed Rule’s 

education carve-out should more clearly support providing interactive tools that model 

allocations towards investment products or distribution options available under the plan or IRA, 

even when the modeling is not specifically directed by the participant or accountholder. For 

example, if a plan or IRA contains a longevity annuity distribution option, an interactive tool that 

models a distribution stream from the annuity would encourage consideration and adoption by 

participants or accountholders.

5. Clarifying the platform exception as applied to IRAs. The Proposed Rule contains a “platform” 

carve-out for providers of investments to “an employee benefit plan.” We believe that the 

platform exception should be expanded to include platforms of investments provided to IRAs, 

provided the platform is not individualized to the needs of an IRA accountholder. If the platform 

carve-out is not applied to IRAs, then making investment funds available to an IRA could be

deemed an ERISA fiduciary act. This is untenable. Clearly, a provider of IRA investments 

shouldn’t owe an ERISA fiduciary duty to all potential IRA customers simply by making an 

investment platform available.

6. Clarifying the Proposed Rule to specify that information provided to an independent, third-party 

advisor cannot be fiduciary advice. The definition of fiduciary in the Proposed Rule is broadly 

worded such that a recommendation made to “a plan, plan fiduciary, plan participant or 

beneficiary, IRA, or IRA owner” can constitute ERISA investment advice. We are concerned that 

this definition is so broadly drafted that information Great-West provides to an independent, 

third-party plan advisor may be deemed to be fiduciary advice, since the plan advisor may also 

be an ERISA “plan fiduciary” under the Proposed Rule. This drafting will create great uncertainty 

over Great-West’s fiduciary status in interacting with plan advisors or intermediaries, since the 

determination of ERISA fiduciary status will often be based on facts and circumstances of the 

advisor’s relationship with a plan. Without an amendment to the Proposed Rule, we anticipate 

that plan advisors will receive less investment information than they do today, given the risk of 

Great-West becoming an ERISA fiduciary. We would encourage EBSA to amend the fiduciary 

definition by removing “plan fiduciary” from the text of proposed 29 C.F.R. Section 2510.3-

21(a)(1). 

C. Best Interest Contract Exemption

We support EBSA’s efforts to develop a principles-based exemption, such as the BIC exemption, to 

accommodate many industry compensation practices. However, we believe the BIC exemption is 
Page 6 of 11

unworkable as proposed, for the reasons below. We urge EBSA to restate the BIC exemption to provide 

a viable method for ERISA fiduciaries to continue receiving variable compensation. 

1. Small 401(k) plan sales activity should not be placed under the BIC exemption. The Proposed 

Rule does not cleanly address sales activity directed at the fiduciaries of small plans whose 

investments are selected by plan participants, such as 401(k) plans. EBSA has limited the seller’s

exception to plans with over 100 participants, and EBSA has proposed the BIC exemption as the 

method by which an ERISA fiduciary can continue to receive variable compensation with regard 

to advice generally provided to individuals. We believe it is critical, when EBSA is finalizing the 

Proposed Rule and the BIC exemption, that sales activity directed at the fiduciaries of 

participant-directed small plans not be forced into the BIC exemption. Again, ERISA imposes 

significant responsibility on all fiduciaries, not just large plan fiduciaries, and to treat small plan 

fiduciaries differently than large plan fiduciaries is inconsistent with the statute’s expectations.

We believe plan-level fiduciaries, regardless of the size of the plan, are in the best position to 

evaluate and compare potential plan investments and, when given adequate information, are 

sophisticated enough to distinguish sales activity from neutral investment advice. ERISA Section 

408(b)(2) disclosures, combined with a meaningful seller’s carve-out, would provide a more 

effective and efficient structure for evaluating sales activity within ERISA’s fiduciary structure.

2. Contract should be allowed after initial investment advice. The BIC exemption requires entering 

into a contract before any ERISA fiduciary investment advice is provided. This would be a

considerable administrative challenge, and would be a confusing and disjointed experience for 

an advice recipient. For example, we anticipate that our call center representatives, when 

discussing investments over the phone with a plan participant or IRA accountholder, could have 

to stop and enter into a contractual negotiation before the representative could provide 

additional information. 

To the extent a contractual requirement is retained as part of the BIC exemption - and we share 

the concern expressed in other comment letters that the contract construct is not workable -

the contract should be required when an actual business relationship exists, like at point of sale, 

or at some later time before compensation is received in connection with the transaction. In 

the event EBSA is concerned about a gap between contract execution and the initial investment 

advice, the contract could be made effective as of the date of the initial investment advice.

3. Don’t limit asset types covered by the BIC exemption. The scope of the BIC exemption is limited 

to the purchase, sale or holding of specified types of assets. As currently proposed, the 

definition of asset includes several types of insurance products, including “insurance company 

separate accounts,” “insurance and annuity contracts” and “guaranteed investment contracts.” 

We would comment that EBSA should be careful not to limit the categories and descriptions of 

covered assets such that innovative insurance products developed in the future cannot be sold 

through the BIC exemption.
Page 7 of 11

4. Impartial Conduct Standards should reflect ERISA. The requirements of the Impartial Conduct 

Standards included in the BIC exemption are similar, but not identical, to the standard of care 

already imposed on fiduciaries under ERISA Section 404(a). This fosters uncertainty in the 

obligations owed under the BIC exemption, and will encourage litigation around a perceived

new standard of care other than the well-understood standard of care described in ERISA. 

There should be no difference between the Impartial Conduct Standards in the BIC exemption 

and the standard of care under ERISA. We find especially troubling the language in the Impartial 

Conduct Standards that would require acting “without regard” to the financial interest of the 

fiduciary, particularly because ERISA itself does not contain the “without regard” requirement. 

We question whether a regulation can add a substantive requirement to the standard of care 

not otherwise enumerated in the statute. To avoid this problem, the Impartial Conduct 

Standards should simply reference ERISA Section 404(a).

5. Contract should not be at the advisor level. The BIC exemption requires a contractual 

connection between an advice recipient, and both the “Adviser” and the “Financial Institution” 

involved in the transaction. We believe that requiring the advisor (who is an individual 

representative of a larger financial institution) to sign a contract with an advice recipient 

imposes far too much potential liability on a single individual. We anticipate that many of the 

representatives swept into the ERISA fiduciary web by the Proposed Rule will be inadvertent 

fiduciaries, such as call center staff who interact directly with participants or IRA 

accountholders. This is simply too much liability exposure for an individual to bear, especially 

given how easy it would be to become an ERISA investment advice fiduciary under the Proposed 

Rule. Any contract required by the BIC exemption should be at the financial institution level, 

recognizing that the institution has liability for the actions of its representatives.

6. BIC exemption disclosure requirements are not workable. As proposed, the BIC exemption’s 

disclosure requirements are overbroad and impose an onerous burden. The BIC exemption 

contemplates four categories of disclosures: a public website, an “Individual Transaction 

Disclosure” chart, an “Individual Annual Disclosure,” and a disclosure about “Non-Security 

Insurance and Annuity Contracts.” Although EBSA requests detailed comments on many 

aspects of each category of disclosure, we would raise the following points:

- Each proposed BIC exemption disclosure would require incredibly complex and timeconsuming system builds to automate. In the preamble to the BIC exemption (80 F.R. 

21982) EBSA appears to assume, for cost estimate purposes, that a financial institution 

will spend 100 hours of IT time during the first year the institution uses the BIC

exemption to “create the required disclosures, insert the contract provisions into 

existing contracts, maintain the required records, and publish information on the Web.” 

We believe the 100 hour estimate dramatically underestimates the amount of time an 

institution would need to spend in information technology build hours to comply with 

the BIC exemption’s new disclosure regime alone, much less setting up a structure to 

contract with all potential advice recipients. Although the build effort can’t be properly 
Page 8 of 11

scoped until release of a final rule, we anticipate the initial implementation of the BIC 

exemption would take about 5,400 information technology hours. EBSA should know 

that compliance with the contracting and disclosure regime proposed under the BIC 

exemption will require major resources from Great-West. These increased costs may be 

priced into Great-West’s products and services, thereby raising costs for plans, 

participants, and IRA accountholders. 

- EBSA seeks to layer the proposed BIC exemption disclosure regime on top of the

participant-level “404a-5” disclosure regime that was separately finalized by EBSA a few

years ago. We are concerned that any additional disclosure to participants would be 

counterproductive, overwhelming participants with so much information that they will 

not carefully read any of the disclosures. Perhaps a workable disclosure alternative 

under the BIC exemption is that any disclosures to participants or IRA accountholders

should piggyback on the form of disclosure required under EBSA’s existing participantlevel 404a-5 disclosure rules. This would provide a framework on which to build any 

additional BIC exemption disclosures.

7. A short BIC exemption effective period is not possible. We are seriously concerned that if 

compliance with the BIC exemption is mandated eight months after the publication of a final 

rule, there will simply not be sufficient time to build an IT and compliance structure that can 

address the BIC exemption’s requirements. This is because implementation cannot even be 

scoped, much less be executed, before the release of a final rule. Additionally, system builds for 

ERISA compliance purposes will compete with the critical business-as-usual IT work needed to 

service our customers’ plans and IRAs. We would propose that the BIC exemption provisions 

have a significantly longer implementation period, such as an additional two years. As stated 

above, we question the underlying assumptions that EBSA appears to have made regarding the 

cost and effort needed to comply with the BIC exemption.

D. Prohibited Transaction Exemption 84-24

Great-West believes the changes proposed to PTE 84-24 are problematic in several significant ways, as 

described below. Great-West believes the changes to the exemption as drafted will be very time 

consuming to implement, and Great-West is concerned that the proposed changes may not justify the 

potential protective value they may impart. 

1. Significant new compliance expenses. Several provisions of the proposed PTE 84-24 will raise 

compliance costs. As described below, these additional compliance costs will likely be priced 

into insurance and investment products, ultimately raising prices for participants, beneficiaries, 

and IRA accountholders. 

- Under the Impartial Conduct Standard section of proposed PTE 84-24, there is a new 

disclosure obligation regarding material conflicts of interest. This is yet another new 
Page 9 of 11

disclosure requirement. We understood that the disclosures finalized in 2012 under 

ERISA Section 408(b)(2) were designed to address these issues, and we believe the new 

supplemental disclosures under proposed PTE 84-24 are duplicative. The proposal 

should be revised in this regard to simply require provision of the ERISA Section 

408(b)(2) disclosure as a condition.

- The expanded recordkeeping and document retention rules listed in Section V of the 

proposed PTE 84-24 are extensive. In addition to raising compliance costs, we believe 

this requirement will encourage costly fishing expeditions. Lastly, we question whether 

EBSA should be requiring document retention for the Internal Revenue Service, as 

described in Section V(b)(1)(A).

- The changes to PTE 84-24 mean that brokers and insurance agents will likely have to 

deal with multiple exemptions to receive commissions in their everyday business - both 

PTE 84-24 and the BIC exemption. This is because sales to IRAs of registered products 

will be structured under the BIC exemption, while sales to IRAs of fixed products can 

continue under PTE 84-24. Compliance costs will rise, and will be factored in the pricing 

of investment products, which will raise costs. We don’t believe there are compelling 

policy reasons to treat an IRA’s purchase of fixed products and registered products 

differently.

2. Impartial Conduct Standards should reflect ERISA. For the reasons discussed above with respect 

to the BIC exemption, the Impartial Conduct Standards in PTE 84-24 should be replaced with a 

reference to ERISA Section 404(a). 

3. Ambiguous drafting as applied to IRAs. We believe a section of proposed PTE 84-24 may be 

more broadly drafted than EBSA intended, which would lead to unintended consequences. The 

section in question is section I(b) of proposed PTE 84-24. As we read EBSA’s comments in the 

BIC exemption preamble (80 F.R. 21965), we believe EBSA’s motivation in drafting section I(b) of 

proposed PTE 84-24 was to move the exemption for receipt of commissions by a fiduciary, in 

connection with the sale of a registered product to an IRA, away from PTE 84-24, and into the 

BIC exemption. 

However, as section I(b) is drafted, there is an argument that section I(b)’s scope applies more 

broadly than to receipt of commissions by fiduciaries. This could have the consequence of 

requiring relief for other prohibited transactions involving the sale of registered products to an 

IRA to be run through the BIC exemption, even if the prohibited transaction does not involve an

investment advice fiduciary. For example, it may not be clear that a non-fiduciary “disqualified 

person” (like Great-West) who provides a mutual fund investment to an IRA accountholder 

could continue to receive revenue sharing payments from the mutual fund, even though this 

relief would appear to be available absent the changes to section I(b). EBSA should clarify this 

ambiguous drafting in proposed PTE 84-24.
Page 10 of 11

4. Ambiguous scope of commission definition. We interpret the new commission definition in 

proposed PTE 84-24 to restrict only the types of commission payments that may be made to 

third parties regarding the sale of an insurance contract or securities. However, as drafted, 

there may ambiguity about whether the narrowing of the commission definition could be more 

broadly applied, for example, to the receipt of revenue sharing payments by the insurer who is 

effecting the investment in the insurance contract. Given this ambiguity, we believe it is 

appropriate for EBSA to clarify that the narrowing of the commission definition applies only in 

connection with the payment of a commission to a third party agent, as described under Section 

I(a)(1) and I(a)(2) of proposed PTE 84-24. 

E. Other Comments

EBSA has imbedded requests for comments throughout the Proposed Rule. The earlier sections of this

letter focus on the major points that are of particular concern to Great-West. For the reasons 

elaborated by other commentators, Great-West also supports the following refinements to the 

Proposed Rule and the proposed exemptions:

1. EBSA should re-propose the Proposed Rule and exemptions before releasing a final rule. There 

are simply too many complexities in the Proposed Rule and exemptions for EBSA to finalize the

guidance without affected parties being able to comment on the next iteration of the guidance.

2. The carve-out for pre-existing transactions should be revised to create an effective grandfather 

rule that will not require entering into a new contract or arrangement for relationships that predate the Proposed Rule.

3. The valuation carve-out should remove the word “solely” from the carve-out section regarding 

statements under applicable reporting and disclosure requirements, and a specific carve-out 

should be included for actuarial valuations under annuity contracts.

4. There should be a mechanism under the BIC exemption whereby someone who becomes an 

inadvertent investment advice fiduciary under ERISA can retroactively enter into a Best Interest 

Contract and retain variable compensation received during the retroactive period.

5. The BIC exemption should be made more specific as to which parties are expected to enter into 

a contract when multiple parties (e.g., product manufacturer, broker-dealer, agent) are 

associated with an investment.

6. The BIC exemption’s contract requirement should be modified to be of practical use in 

telephonic and electronic transactions.

7. The BIC exemption’s public website disclosure requirement should be eliminated as being overly 

burdensome and costly, as well as potentially violating securities and insurance laws.
Page 11 of 11

8. The BIC exemption’s additional requirements with regard to situations where an advisor’s range 

of investments is limited is unworkable in practice and should be replaced with a simple 

disclosure requirement.

9. PTE 84-24 should be clarified to specifically provide relief for non-proprietary mutual fund 

transactions on an agency basis, for which there is no product-specific exemption under the 

proposed complex of exemptions. It is our understanding that the relief for compensation 

associated with non-proprietary mutual funds was historically thought to be provided under PTE 

75-1, but with the changes to PTE 75-1 made through the Proposed Rule, additional clarification 

should be provided under PTE 84-24.

10. Because a streamlined exemption for low cost investments could have unintended 

consequences, particularly with regard to EBSA and Treasury’s stated policies to encourage the 

use of lifetime income options, it should be the subject of a separate study. Insufficient time 

has been given to analyze and comment on a theoretical exemption as part of the already 

voluminous Proposed Rule.

11. In general, the burden of information collection requests for all proposed exemptions has been 

underestimated and additionally, is generally unnecessary in light of existing requirements 

under applicable laws. 

We appreciate EBSA’s consideration in this important proposal. We would also call EBSA’s attention to 

the comment letters submitted by our affiliated companies, Empower Retirement and Putnam 

Investments, as complementing the issues discussed herein. If we can expand on any of the points 

above or provide additional information, please contact the undersigned. 

David McLeod Robert Shaw

Senior Vice President, Product Management President, Individual Markets

Great-West Financial Great-West Financial

8515 East Orchard Road, 10T2

Greenwood Village, CO 80111

E-mail: david.mcleod@greatwest.com

8515 East Orchard Road, 10T2

Greenwood Village, CO 80111

E-mail: bob.shaw@greatwest.com