1 (Slip Opin i o n) OCTOBER T ERM, 20 10 Sy llabu s
N O TE : Wh er e it i s feas ibl e , a s y llab u s (h ead n ot e) wil lbe rel e as ed , as is bein g d o n e incon n ecti onwithth is cas e , a tth e ti meth e op in i o n is is s u ed

. Th e s y ll abu s con s titu tes n o p a r t of th e op in i o nof th eC o u r t bu t h a s be en pre p are dbyt h e Re po rte ro f De ci sio n s fo r t h e co nveni e nce of t h e reade r . Se e United Statesv. Detroit Timbe r& Lumb er Co., 200U. S

. 3 21, 337

. 

## SUPREME CO URT O F THE UNI TED STATES

Sy llabu s CIGNA CORP. ET AL

. v . AMARA ET AL ., INDIVIDUALLY

AND ON BEHALF OF ALL OTHERS SIM I LARLY SITUATED
CERTIORARI TO THE UNITED STATES COURT OF APPEALS FOR THE SECON D CIRCUIT No. 09–8 04. Ar g u ed Nov e mber30, 201 0

—Dec i ded M ay16, 2011 Un til 19 98, petition erCIGNA Cor p or ati o n ’ s pen s ion planpr ov ided a

retiring employee with a na nnuity b a s ed on preretirement s a la ry a n d length of s e rvice. Its new pla nrepla c ed tha ta nnuity with aca s h b a l a n ce ba s e d on adefined a nnua l contr ib u tion from CIGNA, in

c r e ased byc o mpou n din terest. Th e n e w plantr an slated alr e ady

earned benefits under the old planinto an opening amount in the c a shbalan c eac c o u n t

. Respon den t s, onbeh a lf of ben e ficiar ies of th e CIGNA Pensi o n Plan (also a petit i on er), challenged the new plan’s adoption, c l a i ming , as r e le v a nt her e , that CIGNA’ s notic eof the cha n ges wa s im proper, pa rt icula r ly b e ca us e t h e new pla nin cert a i n respects provided them with less genero us b e nefits

. The Dis t rict Cou r t fou n dth at CIG NA’ s disc losu r e s v i olated it s obl i g ation s u n d er §§102( a), 10 4(b), an d 20 4(h) of th e Emp l o y ee Retir e men tIn c o me Se

curit yActof 1 9 7 4(ERIS A ). In det e rm ining relief, itfound t h at CIGNA’s not i ce defect s ha d ca us ed the e m ployees “like l y harm.” It then reformedthe new plan and ordered CIGNA to p a y benefits ac c o r d in gl y, fin din gits au th or ityinERISA § 502( a)(1)(B), wh ic hau th or izes a p l an “p ar tic i pant orb e nefic i ar y” to br inga “c iv il ac tion” to “r e cover benefits due .

. . und er the terms of his plan.” The Seco nd Circuita ffirm ed. Held : 1. Alth ou gh§502( a)(1)(B) di d n o t giv eth e Distr i c tCou r t au th or ity to r e for mCIGNA’ s plan , r e lief is au th or ized by§502(a)( 3 ), wh ic h al

lows a par t ic ipan t, ben e fic i ar y , orfiduc i ar y“to obtainoth e rappr opr i

ate equitable relief” to redress violation s of ERISA “or the [plan’s] ter m s.” Pp. 12–20. (a) The court ordered relief in t w o steps. Step 1: It ord e red the2 CIGNA CORP

. v. AMARA Sy llabu s terms of the plan reformed. Step 2: It ordered CIGNA to enforcethe plan as reformed. Step 2 o r ders reco very of the benefits provided by the “ter m s of [the r e for m ed] plan” and is thus c o nsistent with §502( a)(1)(B). Howev e r , th a tpr ov ision

—wh ic hspeaks of “en f or c [ ing] ” the plan’ s ter m s, not c h angi ng them—doe s not suggestth at it au th or izes a c o ur t to alter those te r m s he re, whe r e t h e cha n ge, a k in t o re form ing acont ra ct , s eems les s like t h e s i m p le enforcem e ntof a con

tr ac t as wr itt e n and mor e like an equitable r e medy

. Norc a n the Cour t ac c e pt the Solic itor Gener a l’ s alte r n ativ e r a tionale: thatth e Dis t rictCourt enforced t h e s u m m a ry pla ndes cript ions and t h a t t h ey ar e planter m s . Th at r e adin gc a n n o t be sq u a r e d withER ISA §1 02( a), which ob liges pla na d m i nis t ra t o rs t ofurnis h s u m m a r y pla ndes crip

tion s, bu t doe s n o t su g g e st th at in for m at i o nabou t the plan provided byth ose dis c losu r e s is i t self par tof the pl an. Nothing in §502( a)(1)(B) su g g e sts th e con t r a r y . Th e Solic itorGen e r a l’ s r e adin g also c a n n o t b esqu a r e d w i t hth e st atute’s division of authority be

tween a plan’s sponsor—who , like a tr ust’ s settlor , c r e ates the plan’ s b a s ic terms a n d conditions , e x ecutes aw r itten ins t rumen tconta i ning those term s and conditions, and prov ides in thatinstrument aproce dur efor makingamendments—and the pl an’ s adminis t r a tor

— a tr us tee-like fiduci ary who manages the pl an, follows i t s terms in doing so , and provides participant s with th e summ ary plan descriptions. E R

ISA carefully distinguishes these role s, and there is no reason to be

lieve that the sta t ute intends to mi x the responsib ilit ies by giving the adminis t r a torthe powerto set pl anter m s indir e c t lyin the summa

ries , even whe n , as here, the adminis t r a t o ris a l so th e planspon sor . Finally, it i s di fficult to reconcile an inter p r e tation that w o uld make a summary’s la nguagelegally bindin g with the basicsummar yplan desc r i ptionobj e c t iv e of c l ear , simple c o mm u n i c a tion

. Pp. 12–1 5. (b) Th is Cou r t h a s in ter p r e t e d §502(a)( 3 )’ s ph r a se “app r o pr iate eq uit able relief” as referring t o“ ‘t ho s ecat e gories of relief ’ ” t h a t , b e fore the merger of law andequity,“ ‘were typicallyava ilab l e in eq

uity .’ ” Sereboff v. Mid At lantic M e dical Servic es , Inc. , 547 U. S. 356, 361. Th is c a s e—c on c e r n ing a ben e fic i ar y ’ s su itag ain s t a pl anfidu c i

ar y(whom ERISA ty pic a l l ytr eats a s a tr ustee) about t h e ter m s of a plan (whic hE R ISA ty pic a llytr eats a s a tr ust)—is the ki nd of lawsui t t h a t , b e fore the m e rger, co uld have been brought only in an equity court, whe r e th e remedies available were traditiona lly considered eq

uitable remed i es. The District Court’s injunctions obviously fal l wit h in t h is ca t e gory. The ot her relief itordered clos e l y res e m b les three forms of traditional equitable relief. Firs t , wha tthe cou r tdid here m a y b e r e ga rded a s t h e reform a t ion o f t h e pla n ’s t e r m s , in order to r e medyfalse ormislead i ng informati o n CIGNA prov ided. The power t orefor mcont ra ct s is at r a d it iona l power of a neq uit ycourt3 Cite as: 56 3 U

. S. ____ (2011) Sy llabu s and is used to prevent f r aud

. Seco nd , the part of the re medy holding CIGNA to i t s promise that the new plan would not take from its em

ployees previously accrued benefits r e se mbles e s toppe l, also a tr adi

tional e q uitab l e r e medy

. T h ir d, th e injunctions require the pl an ad

m i nis t rat o r t o pa y alrea d y ret i red b e neficia r ies m o ney owed t h em under the plan as reformed. Equi ty courts possessed t h e power to pr ov ide monetar y“c ompensa t ion” for a lo ss resulting from a trustee’s br e a c ho f d u ty , ortop r ev en t th e trus tee’ s unj us t enric h ment. Tha t sur c h arg er e m e dyex tended to a br eac hof tr ust c o mmitt ed bya fidu

c i ar yen c o mpassin gan yv i olationof du tyi m posed on th at fidu c i ar y . Pp. 16–2 0.

2. Bec a u s e §502(a)( 3 ) au th or izes “appr opr i ate equ i t able r e lief” for violations of ERISA, the re levant standard of harm wi ll depend on the equitable theory by which the Dist rict Courtprovide s relief. Tha t c o ur t is to c o nduc t the analy s is in the fi r s t inst anc e , but ther e ar e several equitable principles that i t migh t applyon r e ma nd. Neither ERIS A’ s r e lev a n tsu bs tan t iv e pr ov ision s n o r§502(a)(3) s e ts a p a r t ic u la r s t a n da rd for det e rm ining ha rm . And eq uit yla w provides no gen eral principle that “detri mental re liance” must be pr oved before a remedy is decreed. To the extent any such requirement arises, i ti s because the specific remedy being co ntemplated impo ses that re

qu ir emen t. Th u s , wh ena cou r t ex erc i ses au th or ityu n der§502(a)( 3 ) to impose a r e medyequiv a lent to estoppel, a showing of detrimental relia nce mus tb e ma de. However , eq uity courts did not ins i s ton a detrimentalreliance showing where the yordered reformation where a fraudulent suppression, omission, or insertion materi ally affected t h e s u b s ta nce of acont ra ct

. Nor did they require a detrimental reli

ance showing when they ordered su rcha r ge. They s i mply ordered a tr ust orbenefic i ar ymade whole following a tr ustee’ s br e a c hof tr ust. This flexible approach beli es ast rict det r im ent a l relia n ce req u ire

men t

. To be su r e , a fidu c i ar yc a nbe su r c h arg e d u n d er§502(a)(3 ) only upon a showing of act u al ha rm , a n d s u ch ha rmm a y cons is tof detr imental r e lianc e. But it migh t also co me from the loss of a right pr otec ted byE R ISA orit s tr ust-law antec e dents. Itis not diffic u lt t o imagine how t h e failure to p r ovide proper s u m m a ry inform a t ion here, in violation of ERI SA, injured empl oyees even if they did not them

selves act in reliance on the summar i e s . Thus, to obt a in r e lief b y su r c h arg efor v i olation s of § § 102( a) an d 1 04(b), a p l an par t ic ipan t or benefic i ar ymust show tha tthe v i olatio n caused injury, but need sh ow on lyac tu al h a r ma n d c a u s at ion, not detrime n tal reliance. Pp. 20–2 2. 348 Fed. Appx . 627, v a c a ted an d r e man d ed.

B REYER , J., d e livered the opinion of the Court, in whi c h R OBERTS ,4 CIGNA CORP

. v. AMARA Sy llabu s C. J., and K EN NEDY , G IN SB U R G , ALIT O , andK AGAN , JJ., joined. S CALIA , J., filed an opinion concurri ng in the jud g ment, in whi c h T HOMAS , J., joined. S OTOMAYOR , J., took no part in the co nsideration or decision of the c a se._________________

_________________ 1 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt
NOTIC E : Th is op i n ionis subjec t to f o rma lrevi si onbef o r e publicat ioninth e p r eli m in ary p rin t of th e U n it edS t at es R e p o rts

. R e ad ers ar e r e qu es ted to n o tif yth e R e p o r t e rof D e c i s i on s , Su p r em e C o u r t of th e U n ited St at es , Wa s h

ington, D. C. 2054 3, of any typ o gra p hical or other f o rmal err o rs , in or der th atc o rr ect i on sm a y b e mad eb e f o r e th ep r e lim in aryp rin t go es t o p r es s . 

## SUPREME CO URT O F THE UNI TED STATES

No. 09–8 04
CIGNA CORPORATI O N, ET AL ., P E TITIONERS v. JANICE C. AMARA, ET AL ., INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY S I TUATED ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF APPEAL S FOR THE SECO ND CIRCUIT [M ay16, 2011 ] J USTICE B RE YE Rdelivered the opinion of the C o urt. In 1998, petitioner CIGNA Corporation changed the nature of its basic pension pl an foremployees. Previously, the plan provided a retiring e m ployee with a defined benefit in t h e form of a nannuity calculated on the basis of his preretirement sala ry and length of service. The new plan provided most retiring emplo y ees with a (lump sum) cash balance calculated on the b a sis of a defined annual contribution from CI GNA as incre ased by co mpound inter

est. Because many employees had already earned at least some old-plan benefits, the new plan translated already

earned ben e fits into a nopening a m ount in t h e employe e ’s cash balance account. Respondents, acting onbehalf of approximate l y 25,000 beneficiaries of the CIGNA Pensi o n Plan (which is als oa petitioner here), challe nged CIGNA’s adoptio nof the ne w plan. They claimed in part that CIGNA had failed to give them prope rnotice of changes to their benefits, particu

larly because the newplan in certain respects provide d2 CIGNA CORP

. v. AMARA Opinion of theCourt them with less generous bene fits. See Empl oyee Retire

ment Income Security Act of 1974 (ERISA) §§102(a), 104(b), 204(h), 88 Sta t . 841, 848 , 862, as a m ended, 29 U. S. C. §§1022(a), 1024(b), 1054(h). The Distric tCour t ag r eed that th e disclosures made b y CIGNA vio l ated its obligations under ERISA. In dete r mining relief, the court found thatCIGNA’ s n o tice failures had caused the employ ees “lik ely harm.” The Court then reformed the new plan and ordered CIGNA to pay benefits accordingly. It found lega l aut hority for doing so in ERISA §502(a)(1)(B), 29 U. S. C. §1132(a)(1)(B) (authori z ing a plan“participa nt or be neficiary” to b r ing a “civi l action” to “ r ecover benefits due to him underthe terms of his plan”). We agreed to decide whether the DistrictCo urt ap plied the correct legal standard, namely, a “likely harm” sta n dard, in d e termining that CIGNA’s notic e violations caused its employees sufficient i n jury to warrant legal relief. To reach that question, w e must firs t consider a more general matter

—whether the ERIS A section ju st mentioned (ERIS A’s recovery -o f-benefits-due provision, §502(a)(1)(B)) authorizes entry of the relief the District Court provi d ed. We conclude that it does n o t authorize this relief. Nonetheless, we find that a different equity

related ERI SA p r ovision, to whichthe Dist ric tCourtalso referred, authorizes forms of re lief similar to those that the court entered. §502(a)(3), 29 U. S. C. §1132(a)(3). Section 50 2(a)(3) authorizes “appropriate equitable relief ” for violations of ERISA. Ac cordingly, t h e relevant standard of harm will depend up on the equitable theory by which the DistrictCo urt p r ovides relief. We leave it to t h e District Co urt to conduct t hat analysis in the first i n stance, but we identify equit able principles that the court might applyon remand.3 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt I Because our decision rests in important par tupon the circumstan ces present here, we shall describe those cir

cumstances in some detail. We still simplify in doing so. But the interested reader can find a more thorough de

scription in two District Cou rt op inions, which set forth that court’s findings re ached af ter a lengthy tr ial. See 559 F. Supp. 2d 192 (Conn. 2008); 534 F. Supp. 2d 288 (Conn. 2008). A Under CI GNA’s pre-1998 defined-benefitretiremen t plan, an employee with at least five years service would receive an annuity annually paying an amount that de

pended upon the employee’s sala ry and length of service. Depending on when the employee had joined CIGNA, the annuity wo uld equal either (1) 2 percent of th e employee’s average salary over his final three years with CIGNA, multiplied by the num ber of years worked (up to 30); or (2) 1 2

⁄

3percent of the employee’s av erage salary over his final five years with CIGNA, multiplied by the number of years worked (up to 35). Calculated either wa y, the annuity would approach 60 percent of a longtime employee’s final salary. A well-paid longtime employee, earning, say, $160,000 p e r year, could receive a retirem e nt annui ty paying the employee about $96, 000 per year until his death. The plan offered many employees at least on e other benefit: They co uld retire early, at a g e 55, and re

ceive an only-somewhat-reduced an nuity. In November 1997, CIGNA sent i t s employees a news

letter announcing that it intended to put inplace anew pension pla n . The n e w plan wouldsubstitute an “account balance plan” for CIGNA’s pre- existing de fined-benefit system. App. 991a (emphasis deleted). Th e newsletter added that the old pla nwould end on December 31, 199 7, that CI GNA would introduce (and describe) the new plan4 CIGNA CORP

. v. AMARA Opinion of theCourt sometime during 1998, and tha t the new pla nwould apply retroactivel yto January 1, 1998. Eleven months later CIGNA filled in the d e tails. Its new plan created an individualretirement account for each emplo y ee. (The account consisted of a book k eeping entry backed by a CIGNA-funded trust.) Each yea r CIGNA wo uld contribute to the employee’ s individual account anamount e qual to between 3 percent and 8. 5 percent of the employ ee’s salary, depending upon age, length of service, and certain other factors. The account balance would earn compound interest at a rate equal t o the return on 5-year treasury bills plus one- quarter per

cent (but n o less than 4.5 percen tand no greater than 9 percent). Upon retirement the emp l oyee wouldreceive the amount then in his or her individual account—in the for m of either a lump sum or whateve rannuity the lump sum then would buy. As promised, CIGNA wo uld open the accounts an d begin to make contri butions as of January 1, 1998. But what a b out the re tirement benefits that employees had already earned prior to Jan uary 1, 19 98? CIGNA promised to make aninitialcon tribution to the indivi d

ual’s account equal to the value of that employee’s already earned benefits. And the new plan set forth a method for calculating that initial contribution. The method con

sisted of calculating the amount as of the employee ’s (future) retirement date of the annuity to which the em ployee’s sal a ry and length of service already ( i.e. , as of December 31, 1997) entitled him and then discounting that sum to its present ( i.e. , January 1, 1998) value. An exampl e will help : Imagine an employee born on January 1, 1966, who j o ined CIGNA in January 1991 on his 25th birthday, an d who (durin g the five years preced

ing the pl an changeover) earne dan avera g e salary of $100,000 per year. As of January 1, 1998, the old plan would have entitled that employee to an ann uity equal to5 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt $100,000 times 7 (years then worked) times 1 2 ⁄

3percent, or $11,667 per year—whe n he retired in 2031 at age 65. The 2031 price of an annu ity paying $11,667 per year until death depe nds upon i n terest rate s and mortality assump

tions at that time. If we assume the annuity would pay 7 percent until the h o lder’s death (and we use t h e mortalit y assumptions used by t h e plan, s e e App. 407a (incorporat

ing the mortality ta ble prescribed by Re v. Rul. 95 –6, 1995–1 Cum. Bull. 80)), then the 2031 price of such an annuity wo uld be about $120,500. And CI GNA shoul d initially deposit in this individual’s account on January 1, 1998, an amount that will grow to become $120,500, 33 years later, in 2031, when the individual retires. If we assume a 5 percent average interest rate, then that amount pre s ently ( i.e. , as of January 1, 1998) equals abou t $24,000. An d (with one further mortality-related adjust

ment that we shall d e scribe infra , at 6–7) that is the amount, more or less, that the ne w plan’s tra nsition rules would have required CIGNA ini t ially to deposit. Then CIGNA would make further annual deposit s , and all t h e deposited amounts would earn compound interest. When the employee retired, he would re ceive the re sulting lump sum. The new plan also pro vided employees a gua r antee: An employee would receive upon re tirement either (1) the amount to which he or she ha d become entitled as of January 1, 1998, or (2) the amount then in his or h e r individual account, whichever was greater. Thus, th e employee in our example would receive (in 2 031) no les s than an annuity payin g$11,667 per year for life. B 1 The Distric tCourt fou n d that CIGNA’ s initial descrip

tions of its new plan were significantly incomplete and misled its employees. InNovember 1997, for example,6 CIGNA CORP

. v. AMARA Opinion of theCourt CIGNA sent the employees a newsletter that said the new plan would “significantly enhance” its “retirement pro

gram,” wo uld produce “an overall improvement in .

. . retirement benefits,” and wo uld provide “the same benefi t security” wi th “steadier bene fit growth.” App. 990a, 991a, 993a. CIGNA also told its employees that th ey would “s ee the growthin [their] total retirement benefits from CIGNA e v ery year, ” id., at 952a, that its initial deposit “represent[ed] the fullvalue of t h e benef i t [they] earned for service before 1998 ,” Reco rd E–503 (Exh. 98), and th at “[o]ne adva ntage the company wi ll notget f r om the re

tirement program chan ges is cost s a vings.” App. 993a. In fact, the new plan saved the company $10 million annually (though CIGNA later sa id it devoted the savings to other employee benefits). Its initial dep o sit did not “represen[t] the full value of the benefit” that employees had “earned for service before 199 8.” And the plan made a significant number of employees worse off i nat least the following specific ways: First, the in itial depositca lculation ignored the fact tha t the old plan offered many CIGNA employees the right to retire early (beginning at age 55 ) with only somewhat reduced be nefits. This right was valuable. For exampl e, as of January 1, 199 8, respondent Janice Amara h a d earned vested age-55 retirement benefits of $1,833 per month, but CIGNA’s i n itial de posit in her new-plan indi

vidual retirement account (i gnoring this benefit) would have allowed her at age 55 to buy an annuity benefit of only $900 per month. Second, as we previou s ly indicated but did n o t explain, supra at 5, the new plan adjusted CIGNA’s initial deposit downwar d to accountfor the fa ct tha t , un like the old plan’s lifetime annuity, an employee’s survivors would receive the new plan’s benefits (na m ely, the amount in the employee’s individual account) even if the e m ployee died before retiring. The downwa rd adjustment consisted of7 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt multiplying the other w ise-required deposit by the prob

ability that the employee woul d l i ve until retirement—a 90 percent probability in the example of our 32-year-ol d , supra , at 4–5. And that meant that CI GNA’s initial de

posit in our example

—the amount that was supposed to grow to $120,500 by 2031—would be less t han $22,00 0 , not $24,000 (the number we computed). The employee, of course, would receive a benefi t in return—na m ely, a form of life insurance. But at least some employees might have preferred t h e retirement bene fitand consequently could reasonably have thought it important to kno wthat the new plan traded away one-tent h of their already-earned benefits fora life ins u rance policy that the ymight not have wante d

. Third, the new plan shifted the risk of a fall in interest rates from CIGNA to its employee s. Under the old plan, CIGNA ha d to buy aretiring e m ployee an annuity th at paid a specified sum ir respective of whether falling inter

est rates m a de it mor e expensive for CIGNA to pa y fo r that annuity. And fall ing interest rates also meant that any sum CIGNA set as ide to buy that annuity would grow more slowly overtim e , thereby requiring C I GNA to s e t aside more money to make any specific sum available at retirement. Under the new planCIGNA di d not have to buy a retiring employee an annuity tha tpa id a specifi c sum. The employee would si mply receive whatever sum his account contained. And falling interest rates meant that the account’s lump sum would earn less money each year after the employee retired. Annuities, for example, would become more expensive (a ny fixed pu rchase price paying for less annual income). Atthe same time falling interest meant that the individual account would gro w more slowl yover time, leaving the employee with les s money at retirement. Of course, interest rates migh t rise instead of fall, leav

ing CIGNA’s employees better off under the new plan.8 CIGNA CORP

. v. AMARA Opinion of theCourt But the latter advantage does not cancel out the former disadvanta g e, for most individuals are risk averse. And that means that most of CIGNA’s employees would have preferred t hat CIGNA, rather tha nthey, bear these risks. The amounts likely involved are significant. If, in our example, interest rates between 19 98 and 203 1 averaged 4 percent ra ther than th e 5 percent we assumed, and if in 2031 annuities paid 6 percent rather than the 7 percen t we assumed, then CIGNA would have had to make a n initial deposit of $35,500 (not $24,000) to assure th at employee t h e $11,667annual an nuity paym ent to which he had already become entitled. Indeed, that $24,000 that CIGNA wo uld have contributed (leaving aside the life

insurance problem) would have provided enough money to buy (in 2031) an annuity that a ssured the employee a n annual payment of only about $8,000 (rather than $11,667). We recognize that the employee in our example (lik e others) might have continued to work for CIGNA after January 1, 1998; andhe would thereby eventually have earned a pension that, by the time of his retirement, was worth fa r more than $11,667. But that is so because CIGNA ma de an additional contribution for each year worked after January 1, 1998. If interest rates fell (as they did), it would tak e the employee sever a l additional years of work simply to catchup (under the new plan) to where he had already been (under the old plan) as of January 1, 1998—a ph enomenon known in pension jargon as “wear away,” see 534 F. Supp. 2d, at 303–304 (referri n g to respondents’ requiring 6 to 10 years to catch up). The District Court found that CI GNA told its employees nothing about any of these features of the new plan

— which individually and togeth er made clear that CIGNA’s descriptions of the plan were inc o mplete and inaccurat e . The Distric tCourt also foundthat CIGNA intentionally misled its e m ployees. A focus gro u p and many employees9 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt asked CIGNA, for exa m ple, to “ ‘[d]isclose details’ ” abou t the plan, toprovide “ ‘individual comparisons , ’ ” or to show

“ ‘[a]n a ctua lprojection for retirem e nt.’ ” Id., at 342. Bu t CIGNA did not do so. Instead (inthe words of one inter

nal document), it “ ‘focus[ed] on N O T providing employees before and after samples of the Pension Pla nchanges.’ ” Id. , at 343. The Distric tCour t con c luded, as a matter of law, tha t CIGNA’s re presentations (and omissions) ab o u t the plan, made between Novem b er 1997 (when it announced the plan) and December 1998 (when it put the pla ninto effect) violated: (a) ERISA §204(h), implemented by Treas. Reg. §1.411(d)–6, 26 CFR §1.411(d)–6 (2000), which (as it ex

isted at th e relevant time) forbade an amendment of a pension pla nthat would “pro vide for a significant redu c tion in the rate of futu re benefit accrual” unless the plan administrator also s e n ta “w ritte n notice” that provided either the text of the amendment or summarized its lik el y effects, 29 U. S. C. §1 054(h) (2000 ed.) (amended 2001); Treas. Reg. §1.411(d)–6, Q&A–10, 63 Fed. Reg. 68682 (1998); and (b) ERISA §§102(a) a n d 104(b), which require a plan administrat o r to provid e beneficiar ies with summary pla n descriptions and withsummaries of mater i al modifica

tions, “written in a manner calculated to be understood b y the average plan participant,” tha tare “sufficiently accu

rate and comprehensive to reasonably appris e such par

ticipants and beneficiaries of their rights and obligations under the plan,” 29 U. S. C. §§10 22(a), 1024 (b) (2006 ed. and Supp. I II). 2 The Distric tCourt then turnedto the remedy. First, th e court agre ed with CIGNA that only emp l oyees who m CIGNA’s disclosure failures had harmed could obtain10 CIGNA CORP

. v. AMARA Opinion of theCourt relief. But it did not require eac hindividual memberof the relevant CIGNA employee class to show individual injury. Rather, it fou n d (1) that the eviden ce presente d had raised a presumption of “likely harm” suffered by the members o f the relevant employee class, a n d (2) that CIGNA, th ough free t o offer contrary eviden ce in respect to some or all of thos e employees, had failed to rebut that presumption. It concl u ded that this unrebutted showing was sufficient to warra nt class-app licable relief. Second, the court noted that §204(h) had b een inter

preted by t h e Second Circuit to p e rmit the invalidation of plan amendments not preceded by a proper notice, prior to the 2001 a m endment that made this power explicit. 55 9 F. Supp. 2d, at 207 (citing Frommertv. Co nkright , 4 33 F. 3d 254, 263 (2006)); see 29 U. S. C. §1054(h)(6) (2006 ed.) (entitling participants to benefits “without regard t o [the] amen dment” in case of an “ e gregious failure”). But the court also thought that gr an ting this relief here would harm, not help, the injured employees. That is because the notice failures all concerned the new pla nthat took effect in December 1998. The c o urt thought that th e notices in respect to the fr eezin g of old-plan benefits , effective December 31, 1997, were valid. To st rike the new plan while leaving in effect the fro z en old pla nwould not help CIGNA’s employees. The court considered treating the November 1997 notice as a sham or treating that notice and the later 1998 no

tices as par tand par c el of a single set of related events. But it pointed out that respondents “ha[d] argued none of these things.” 559 F. Supp. 2d, a t208. And it said tha t the court would “not mak e these arguments now on [re

spondents’] behalf.” Ibi d

. Third, the court refor m ed the terms of the new plan’s guarantee. It erased the portion that assured participants who retired the greater of “A” (t hat which they had al

ready earned as of December 31, 1997, under the old plan,11 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt $11,667 in our example) or “B ” (t hat which they would earn via CIGNA’s an nual deposits under the new plan, including CIGNA’s initial deposi t). And it substituted a provision that would guarant ee each employee “A” (that which they had already earned, as of December 31, 1997, under the o l d plan) plu s“B ” ( t hat which the y would earn via CIGNA’s annual deposits under the new plan, exclud

ing CIGNA’s initial deposit). In our example, the Distric t Court’s remedy woul d no lo nger force our employee to choose upon retirement eithe r an $11,667 annuity or his new plan b e nefits (including both CIGNA’s annual depos

its and CIGNA’s initial deposit). It would give him an $11,667 annuity plus his new plan benefits (w ith CIGNA’s annual deposits but without CIGNA’s initial deposit). Fourth, the court “ord er[ed] and enjoin[ed] the CIGNA Plan to reform its recor d s to reflectthat all cla ss members

. . . now receive [the just des cribed] ‘A + B’ b e nefits,” and that it payappropriat e benefits to those class members who had already retired. Id. , at 222. Fifth, the court held t hat ERISA §502(a)(1)(B) provided the legal authority to enter this relief. That provisi o n states that a “civil action may be brought” by a plan “pa r ticipant or beneficiary .

. . to recover benefits due to him under the terms of h i s plan.” 29 U. S. C. §1132(a)(1)(B). The court wrote that i t s orders in effect awar ded “benefits under the terms of the plan” as reformed. 559 F. Supp. 2d, at 212. At the same time the court considered whet her ERIS A §502(a)(3) a l so provided legal aut hority to enter this relief. That provis ion states that a civil action may be brought “by a parti cipant, beneficiary, or fiduciary (A) to en

join any act or practice whic h violates any provision of this subchapter or the terms of the plan, or (B) to ob

tain other appropriate equitable relief (i) to redress such violations or (ii) to enforce any provisions of this12 CIGNA CORP

. v. AMARA Opinion of theCourt subchapter or the terms of the plan.” 29 U. S. C. §1132(a)(3) (emphasis a dded). The Distric tCourt decided not to answer this question because (1) it had just decided that the same relief w a s available u n der §502(a)(1)(B), regardless, cf. Varity Co rp. v. Ho we , 5 16 U. S. 489, 515 (199 6); and (2) the Supreme Court has “issued several opinio n s . . . that h a ve severely curtailed the kinds of relief that are available under §502(a)(3),” 559 F. Su pp. 2d, at 205 (citing Sereboff v. Mid Atlanti cMedical Servic es, Inc. , 547 U. S. 356 (2006); Great- West Life & Ann u ity Ins. Co. v. Knudson , 534 U. S. 204 (2002); and Me rt ensv. He wi tt A ssocia t e s , 508 U. S. 248 (1993)). 3 The parties cross-appealed the District Court’s jud g ment. The Court of Ap peals for the Second Circuit issued a brief summary ord e r, rejecting all theirclaims, and affirming “t he judgmen tof the dis trict court f o r substan

tially the reasons stat ed” in the District C o urt’s “well

reasoned and scholarly opinions.” 348 Fed. Appx. 62 7 (2009). Th e parties filed cross-petitions for w r its of certio

rari in this Court. We granted the request in CIGNA’s petition to consider whether a showing of “likely harm” is sufficient to entitle plan parti cip ants to recover benefits based on fa ulty disclosures. II CIGNA in the merit s briefing raises a p r eliminary question. Brief for Pe titioners 13–20. It argues first and foremost that the statutory provision upon which the DistrictCo urt rested i t s orders, n a mely, the provision for recovery of plan benefits, §502( a)(1)(B), does not in fact authorize the District Court to enter the kin dof relief it entered here. And for that r e ason, CIGNA ar gues, whether the District Court did or did not use a proper13 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt standard fo r determining harm is beside the point. We believe tha tthis preliminary question is closely enough related to t h e question presente d that we shall consider it at the outset. A The District Court ordered relief in two steps. Step 1: I t ordered the terms of t h e plan ref o rmed (so t hat they pro

vided an “A plus B,” rather than a “greater of A or B” guarantee). Step 2: It ordered the plan a d ministrato r (which itfound to be CIGNA) to enforce the plan as re

formed. One can fairly describe s t ep 2 as consistent with §502(a)(1)(B), for that provision grants a participant the right to bring a civil action to “recover benefits due .

. . under the terms of h i s plan.” 29 U. S. C. §1132(a)(1)(B). And step 2 orders reco very of the benefits provided by th e “terms of [the] plan” as reformed

. But what a b out step 1 ? Where d o es §502(a)(1 )(B) gran t a court the power to ch ange the te rms of the plan as they previously existed? The st atutory langua ge speaks of

“ enforc[in g] ” the “terms of the plan,” not of changing them. 29 U. S. C. §1132(a)(l)( B) (emphas is added). The provision allows a court to look outs ide the plan’s written language in deciding what those terms are, i.e

. , what th e language means. See UNUM L ife Ins. Co. of Americav. Ward , 52 6 U. S. 358, 3 77–379 (1999) (permitting the insurance terms of an ERISA-governed plan to be interpreted in light of state insurance rules). But we h a ve found nothing sug

gesting tha tthe provis ion authorizes a court to alter those terms, at least not in present circumstances, where that change, akin to the reform of acontract, seems less lik e the simple enforcemen tof a contr a ct as written and mor e like an equitable remedy. See infra , at 18. Nor can we accept the Solicitor General’s alternative rationale seeking to justify the use of this provision. The Solicitor General says that the District Courtdid enforc e14 CIGNA CORP

. v. AMARA Opinion of theCourt the plan’s terms as written, adding that th e “plan” in

cludes the disclosures that constit u ted the su mmary plan descriptions. In otherwords, in the view of the Solicit or General, th e terms of the summ aries are t e rms of th e plan. Even if the DistrictC o urt had vi ewed the summaries as plan “te rms” (which it did no t, see supr a , at 10–11 ), however, we cannot agree thatthe terms of statutoril y required plan summaries (orsum m aries of plan modific a tions) neces s arily may be enforced (under §502(a)(1)(B)) as the terms of the plan it self. For one thing, it is difficult to square the Solicitor Ge neral’s reading of the s t atute with ERISA §102(a), the provision tha tobliges pl an adminis

trators to f u rnish summary plan descriptions. The synt ax of that provision, requ iring that participants and benefic i

aries be advised of their rights an d obligations “under th e plan,” suggests that the information about the plan pro

vided by those disclos u res is not itself part of the pla n . See 29 U. S. C. §1022(a)

. Nothing in §502(a)( 1 )(B) (or, as far as we ca n tell, anywhere else) suggests the contrar y . Nor do we find it easy to square the Solicitor General’s reading with the statu t e’s division of authority between a plan’s sponsor and th e plan’s administrator. The plan’s sponsor ( e.g. , the empl oyer), lik e a trust’s settlor, creates the basic terms and conditions of the plan , executes a written instrument containingthose terms and conditions, and provides in that in strume nt “a procedure” for mak i ng amendments. §4 02, 29U. S. C. §1102. The plan’s admin

istrator, a trustee-like fiduciary, m anages the plan, follow s its terms i ndoing so, and p r ovid es participa nts withth e summary documents that describ e the plan (and modifica

tions) in readily understandable form. §§3(21)(A), 101(a) , 102, 104, 2 9 U. S. C. §§1002(21)( A

), 1021(a), 1022, 102 4 (2006 ed. a n d Supp. III). Here, the District Court found that the sa me entity, CIGNA, filled both roles. See 534 F. Supp. 2d, at 331. But that is not alwa ys the case.15 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt Regardless, we have found that ERISA carefully distin

guishes these roles. See, e.g. , Varity Corp. , 516 U. S., at 498. And we have no reason to believe tha tthe statute intends to mix the responsibiliti e s by giving the adminis

trator the p o wer to set plan te rms indirectly b yincludin g them in the summary plan desc riptions. See C u r t issWri ght Cor p . v. Schoonejongen , 514 U. S. 73, 81–85 (1995). Finally, we find it di fficult to reconcile th e Solicitor General’s interpretati on with the basic summary plan description objective: clear, simple communication. See §§2(a), 102( a), 29 U. S. C. §1001(a), 1022(a) (20 06 ed.). To make the language of a plan summary legally binding could well lead plan administra tors to sacrifice simplicity and compre hensibility in order to describe plan terms i n the language of lawyers. Considerthe differe nce between a will and the summary of a will or between a property deed and its summary. Consider, too, the len gth of Part I of this opinion, and then consider how much longer Part I would have to be if we had to include all the q ualification s and nuance s that apla ndrafter m i ght have found impor

tant and feared to omit lest th ey l o se al l l e gal significance. The District Court’s opinions take up 109 pages of the Federal Supplement. None of t h is is to s a y that plan administrat o rs can avoid providing complete and accurat e summaries of plan terms in the mannerrequired by ERISA andits implementing regulations. But we fe ar that the So licitor General’s rule might brin g about com

plexity that would defeat the fundamental purpose of the summaries. For these r e asons taken together we conclud e that th e summary documents, important as they are, provide communication with beneficiaries about the plan, but that their statements do not themselv es constitute the terms of the plan for purposes of §502(a)(1)(B). We a l so conclude that the Di strict Court could not find autho rity in that section to reform CIGNA’s plan a s written.16 CIGNA CORP

. v. AMARA Opinion of theCourt B If §502(a)(1 )(B) does not authorize entry of the relief here at iss u e, what about ne arb y§502(a)(3)? That provi

sion allows a participant, be neficiary, orfiduciary “to obtain othe r approp ria t e equi table relief” to redress viola

tions of (here relevant) parts of ERISA “or th e terms of t h e plan.” 29 U. S. C. §1132(a)(3) (emphasis added). The DistrictCo urt st rongly implie d, but did not directly ho ld, that it wou l d base its relief upon this subsec tion were it not for (1) t h e fact thatthe preced ing “plan b e nefits due” provision, §502(a)(1)(B), provided sufficient authority; and (2) certain cases from this Court t hat narrowed the appli

cation of th e term “ap p ropriate e quitable relief,” see, e.g. , Mertens , 50 8 U. S. 248 ; G reat

- W est , 534 U. S. 204. Ou r holding in Part II–A, supra , removes the Di strict Court ’ s first obstacle. And given the lik elihood that, on remand, the District Court will turn to and rely upon this alterna

tive subsection, we consider the court’s seco nd concern. We find that concern m i splaced. We have interpreted the term “appropriate equitable relief ” in §502(a)(3) as referring to “ ‘those categories of relief ’ ” that, traditionally speaking ( i.e. , prior to the merger of law and equity) “ ‘were typicallyavailable in equity.’ ” Sereboff , 547 U. S., at 3 61 (quoting Mertens , 50 8 U. S., at 25 6). In Mert e n s , we applied this principle to a claim seeking money damages brought by a beneficiary against a private firm that pr o vided a trustee with actuar

ial services. We foundthat the plaintiff sought “nothing other than compensatory damages” against a nonfiduci

ary. Id. , at 253, 255 (emphasis deleted). And we held tha t such a claim, traditionally speaking, was legal, not eq ui

table, in na ture. Id. , at 255. In Grea t- West , we cons idered a claim brought by a fidu

ciary again s t a tort-a w ard-wi nning beneficiary seeking monetary r e imbursement for medical outlays that the pla n had previously made onthe ben e fic i ary’s behalf. We noted17 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt that the fid u ciary sought to obtain a lien attaching to (or a constructiv e trust imp o sed upon) money thatthe benefici

ary had received from the tort-ca se defendant. But we noted that the money in question was not the “particular” money that the tort defendant had paid. And, tradition

ally speaking, relief that sought a lien or a constructive trust was legal relief, n o t equitable relief, un less the funds in questionwere “ particula r funds or property in the defendant’s possession .” 534 U. S., at 213 (emphasis added). The case b e fore us concerns a s u it by ab e neficiary against a plan fiduciary (whom ERISA typically treats as a trustee) about the terms of a p l an (which ERISA typi

cally treats as a trust). See LaRuev. DeWo lff, Boberg & Associa t es, Inc. , 552 U. S. 248, 253, n. 4 ( 2008); Varity Corp. , 516 U. S., at 496–497. Itis the kind of lawsuit that, before the merger of law and equity, respondents could have brought only in a court of equity, not a court of law. 4 A. Scott, W. Fratche r , & M. Ascher, Trusts §24.1, p. 16 54 (5th ed. 2007) (hereinafter Scott & Ascher) (“Trusts a r e, and always have been, the bailiwick of the courts of eq

uity”); Duv a ll v. Crai g , 2 Wheat. 45, 56 (181 7) (a trustee was “only suable in eq uity”). With the exception of the reli ef now provided by §502(a)(1)(B), Restatement (Second) of Trusts §§198(1)–( 2) (1957) (hereinafter Seco nd Restate m ent); 4 Scott & Asche r §24.2.1, the remedies available to those courts of equity were tradi tionally consider ed equitable remedies, se e Second Restatement §199; J. Adams, Doctrine of Equity: A Commentary on the Law as Administered by the Court of Chancery 61 (7 th Am. ed. 18 81) (hereinafter Adams); 4 Scott & Ascher §24.2. The District Court’s a ffirmative and negative injunc

tions obviously fall within this category. Me rten s , sup r a , at 256 (identifying inju nctions, mandamus, and restitution as equitable relief ). And other re lief ordered by the Dis

-18 CIGNA CORP

. v. AMARA Opinion of theCourt trict Court resembles forms of tra ditional eq uitable relief. That is be cause equity chan cellors developed a host of other “distinctively eq uitable” remedies—remedies that were “fittedto the nat ure of the primary righ t” they wer e intended to protect. 1 S. S y mons, Pomeroy’s Equity Ju ris

prudence § 108, pp. 1 39–140 (5th ed. 1941) (hereinafter Pomeroy). See generally 1 J. Story, Commentaries on Equity Jurisprudence §692 (12t h ed. 1877 ) (hereinaft e r Story). Indeed, a maxim of e quity states that “[e]quity suffers not a right to be with out a remedy.” R. Francis , Maxims of Equity 29 (1st Am. ed. 1823). An d the relief entered here, insofar as it do es not consist of injunctive relief, closely resembles three other tradition al equitable remedies. First, what the DistrictCo urt did here may be regarde d as the reformation of the terms of the plan, in order to remedy the false or misleading information CIGNA pro vided. The power to reform contracts (as contrasted wit h the power t o enforce contracts as written) is a traditional power of an equity court, not a court of law, and was used to prevent fraud. See Baltze r v. Raleigh & Augusta R. Co. , 115 U. S. 634, 645 (18 85) (“[I]t is well settled that equity would refor m the contr a ct, andenforce it, as reformed, if the mistak e or fraud were shown”); Hearn ev. Marine Ins. Co. , 20 Wall. 488, 490 (1874) (“Th e reformation of writte n contracts fo r fraud or mistake is an ordinary head of eq

uity ju risdiction”); Bradfor dv. Union Bank of Tenn. , 13 How. 57, 66 (1852); J. Eaton, Ha ndbook of Equity Juri s prudence §306, p. 618 (1901) (hereinafter Eaton) (courts of common law could only void or enforce, but not reform, a contract); 4 Pomeroy §1375, at 10 00 (reformation “chiefly occasioned by fraud or mistak e,” which were themselve s concerns of equity courts); 1 Story §§152–154; see als o 4 Pomeroy §1375, at 9 99 (equityoften con s idered refor

mation a “ p reparator ystep” that“establishes the real contract”).19 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt Second, the District Court’ s re medy essentially hel d CIGNA to what it ha d promised, namely, that the new plan would not take fro m its employees benefit s they had already acc r ued. Thi s aspect of the remedy resembles estoppel, a traditional e quitable remedy. See, e.g. , E. Merwin, Principles of Equity and Equity Pl eading §910 (H. Merwined. 1895); 3 Pomeroy §804. Equitable estop p el “operates to place the person en titled to its benefit in the same position he would have bee nin had th e representa

tions been true.” Eato n §62, at 17 6. And, as Justice Story long ago pointed out, equitable estoppel “forms a very essential element in .

. . fair dealing, and rebuke of all fraudulent misrepresentation, which it is the boast of courts of eq uity constantly to promote.” 2 Story §1533, at 776. Third, the District Court injuncti ons require the plan administrat o r to pay to al ready retired beneficiaries money owed them under the plan as refor m ed. But th e fact that t h is relief t a kes the form of a money payment does not remove it from the ca tegory of traditionally equi

table relief. Equit y courts possessed the power to p r ovid e relief in the form of monetary “ c ompensation” for a loss resulting from a trustee’s breach of duty, or to prevent th e trustee’s unjust enrichment. Restatement (Third) of Trusts §95, and Com m ent a(Tent. Draft N o . 5, Mar. 2, 2009) (hereinafter Third Resta t ement); Eato n §§211–21 2, at 440. Indeed, prior to the merger of law an d equity thi s kind of monetary rem e dy against a trustee, sometimes called a “surcharge,” was “exclusively equitable.” Pr inc e ss Lida of Th urn and Taxisv. Thompson , 305 U. S. 456, 464 (1939); Third Restatem ent §95, and Comment a; G. Boger t & G. Bogert, Trusts a n d Trustees §862 (rev. 2d ed. 1995) (hereinafter Bogert); 4 Scott & Ascher §§24.2, 24.9, at 1659–1660, 1686; Se cond Resta t ement §197; see also Manhattan Bank of Memphis v. Walker , 130 U. S. 267, 2 71 (1889) (“The suit is pla i nly one of equitable cognizance, the20 CIGNA CORP

. v. AMARA Opinion of theCourt bill being fi led to charge the defen d ant, as a trustee, for a breach of t r ust”); 1 J. Perr y, A Treatise on the La w o f Trusts and Trustees §17, p. 13 (2d ed. 1874) (c ommon-la w attempts “ t o punish tr ustees for a breach of t r ust in dam

ages, . . . w[ere] soon ab andoned”). The surcharge remedyextended to a breach of trust committed by a fiduciary encompa ssing any violation of a duty imposed upon th at fiduciary. See Second Restate

ment §201; Adams 59; 4 Pomeroy §1079; 2 Story §§1261, 1268. Thus, insofar a s an award of make-whole relief is concerned, the fact that the defendant in this case, unlike the defendant in Merte n s, is analogous to a tr ustee makes a critical di fference. See 508 U. S., at 262–263. In sum, contrar yto the District Court’ s fears, the types of rem e dies the court entered here fall within the scope of the term “app ropriate equitable relief ” in §502(a)(3 ). III Section 502(a)(3) invokes the equitable powers of the District Co urt. We cannot kno wwi th certainty which remedy the District C o urt under stood itself to be impos

ing, nor whether the District Co urt will find it appropriate to exercise its discretion und er §502(a)(3) to impose tha t remedy on remand. We need not decide which remed i es are appropriate on the facts of this case in order to resolve the parties’ dispute as to the appropriate legal standard in determining whether members of the releva nt employe e class were injured. The relevant substantive provisions of ERISA do not set forth anyp a rticular st andard for determining harm. Th ey simply require the pl an administrator to write and to distribute written notices thatare “sufficiently accu ra te and comprehensive to reasonably apprise” plan partici

pants and beneficiaries of “their rights and obligations under the plan.” §102(a); see also §§104(b), 204(h). Nor can we fin da definite standard i nthe ERISA provision,21 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt §502(a)(3) (which auth o rizes th e court to enter “appropri

ate equitable relief ” to redress ERISA “violations”). Hence any requirement of h a rm must come from the law of equity. Looking to the law of e quity, there is no general princi

ple that “detrimental reliance” must be proved before a remedy is decreed. To the extent any such requirement arises, it is because the specific remedy being contem

plated imposes such a requirement. Thus, as CIGNA points out, when equity courts used the remedy of esto p pel , the yi n sisted upon a showing akinto detrimental reliance, i.e. , that th e defendant’s stateme n t “in truth, influenced the conduct of ” the p l aintiff, causing “prej u dic[e].” Eaton §61, at 175; see 3 Pomeroy §8 05. Accord

ingly, whe na court exercises its auth o rity unde r §502(a)(3) to impose aremedy equivalent to estoppel, a showing of detrimental reliance m u st be made. But this showing is not always necessary for other equitable r e medies. Equity cou rts, for example, would reform cont racts to ref l ect the m u tual understanding o f the contrac t ing par t ies where “fra udulent suppression[s], omission[ s ], or ins e rtion[s],” 1 Story §154, at 149, “mate

rial[ly] .

. . affect[ed]” t h e “substance” of the c o ntract, even if the “com p laining pa rt[y] ” wa s negligent in not realizing its mistake, as long as its negligence did notfall b e low a standard o f “reasonable prudence” and vio l ate a legal duty. 3 Pomeroy §§85 6 , 856b, at 334, 340–3 41; see Balt

zer , 115 U. S., at 645; Eaton §307(b). Nor did equity courts insistupon a showing of detrimen

tal reliance in cases where th ey ordered“surcha r g e .” Rather, the ysimply or dered a tru st or beneficiary mad e whole follo wing a trustee’s breach of trust. In such in

stances equity cour ts would “mold the relief to protectthe rights of t h e beneficiary ac cordi n g to the situation in

volved.” Bo gert §861, a t4. This fl exible approach belies a strict requi rement of “detrimental reliance.”22 CIGNA CORP

. v. AMARA Opinion of theCourt To be sure, just as a court of equity would not surcharge a trustee for a nonexistent harm, 4 Scott & Ascher §24.9, a fiduciary can be surcharged under §502(a)(3) only upon a showing of actual harm—proved (under the default rule for civil cases) by a preponderance of the evidence. That actual harm may sometimes consist of detrimental reli

ance, but it might also come from the loss of a right pro

tected by ERISA or its trust-la wantecede n ts. In th e present case, it is not difficult to imagine how the failure to provide proper summary information, in violation of the statute, injured emplo y ees even if they did no t themselve s act in reliance on sum m ary docu ments—which they might not themselves have seen—for they may have thought fellow empl oyees, or informal work place discussion, would have let them know if, say, plan changes would likel y prove harmful. We doubt that Congress would have wanted to bar those em ployees fro m relief. The upshot is that we can agree with CIGNA only to a limited extent. We b e lieve that, to obtain relief by su r charge for violations of §§102(a) an d 104(b), a plan partici

pant or be neficiary m u st show that the vio l ation injured him or h e r. But to do so, heor sh e needonlyshow harm and causation. Although it is n o t always necessary to meet the more rigorous standard implicit in the words “detrimenta lreliance,” actual harm must be shown. We are not asked to reasse ss the evidence. And we are not asked about the ot her prere quisites forrelief. We are asked about the standard of prejudice. And we conclu de that the standard of prejudice must be b o rrowed from equitable p r inciples, a s modified by the obli gations an d injuries identified by ERISA itself. Information-related circumstan ces, violations, and inj u ries are p o tentially too various in nature to i n sist that harm must always me et that more vigorous “d etrime ntal harm” stan dard whe n equity imposed no such strict requi rement.23 Cite as: 56 3 U

. S. ____ (2011) Opinion of theCourt IV We have premised our discussion in Part III on the need for the DistrictCourtto revi sit its determination of a n appropriate remedy for the violati o ns of ERISA it identi

fied. Whether or not the general principles we have dis

cussed above are properly applicab le in this ca se is for it or the Court of Appeals to determine in the first instanc e. Because the District Court has not determined if an ap

propriate remedy may be imposed under §5 02(a)(3), we must vacate the judgm e nt below and remand this case for further proc eedings consistent with this opinion.
It is so orde red.
J USTICE S O T OMAYORt ook no part in the consideration or decision of this case._________________

_________________ 1 Cite as: 56 3 U

. S. ____ (2011)
S CALIA , J ., co n c ur ringin j u d g ment 

## SUPREME CO URT O F THE UNI TED STATES

No. 09–8 04
CIGNA CORPORATI O N, ET AL ., P E TITIONERS v. JANICE C. AMARA, ET AL ., INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY S I TUATED ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF APPEAL S FOR THE SECO ND CIRCUIT [M ay16, 2011 ] J USTICE S CALIA , wit hwhom J USTICE T HOMA S joins, concurring i nthe judgm e nt. I agree with the Court that §502(a)(1)(B) of the Em

ployee Retirement Income Secu rity Act of 1 974 (ERISA), 29 U. S. C. §1132(a)(1)(B), does not authorize relief for misrepresentations in a summary plan description (SPD). I do not join the Court’s opinion b e cause I see no need an d no justification for saying anythin g more than that. Section 502(a)(1)(B) of ERISA sta t es that a plan partici

pant or beneficiary may bring a civil action “to recover benefits du e to him un der the terms of his plan, to enfor c e his rights under the terms of the plan, or to clarify his rights to future benefits under the terms of the plan.” ERISA defines the wo rd “plan” as “an empl oyee welfar e benefit planor an employee pension benefit plan or a pla n which is bo th,” 29 U. S. C. §1002 (3), and it requires that a “plan” “be establish e d and ma intained p u rsuant to a written instrument,” §1102(a)(1). An SPD, in contrast, is a disclosure meant “to reasonably apprise [plan] partici

pants and beneficiaries of theirrights an d obligations under the plan.” §1022 (a). It would be peculiar for a doc

ument meant to “ap p rise” part icipants of their righ t s
“ under the plan” to be itself part of the “plan.” Any doubt2 CIGNA CORP

. v. AMARA
S CALIA , J ., co n c ur ringin j u d g ment that it is n o t is elimin ated by ERISA’s repeated differen

tiation of S P Ds from t h e “writteninstruments” that co n stitute a plan, see, e.g. , §§1029(c), 1024(b)(2), and ERISA’s assignment to different entities of responsibility for d r aft

ing and am ending SPDs on the on e hand and plans on th e other, see §§1002(1), ( 2 )(A); 1021(a) (2006 ed. and Supp. III), 1024(b )(1); Beckv. PACE Int’l Union , 551 U. S. 96, 101 (2007). An SPD, moreover, would not fulfill its pur

pose of providing an easily accessible summary of the plan if it were an authoritative part of the plan itself; the minor omission s a p propriate for a summary would risk revising the plan. Nothing else needs to be said to dispose of this case. The District Court b a sed the relief it awarded upon ERISA §502(a)(1)(B), a n d that pro vision alone. It though t that the “benefits” due “under the terms of the plan,” 29 U. S. C. §1132(a)(1)(B), could derive from anSPD, eithe r because the SPD is part of the plan or because it is capable of som e how modifying the plan. Under eit h er justifica

t i o n , t h a tc o n c l u s i o ni s w r o n g . AnS P D i s s e p a r a t e f r o m a plan, and cannot amend a plan unless the plan so pro

vides. See Curti ss- Wright Corp. v. Schoonejongen , 514 U. S. 73, 79, 85 (1995). I would go no further. The Court, however, ventures on to address a different question: whether respondents may recover under §502(a)(3) of ERISA, which allows plan participants “to obtain other appropri ate equitable relief

. ” 29 U. S. C. §1132(a)(3). The Dis trict Court expressly declined to answer this question, stating that it “neednot consid er whether any relief ord e red under §502(a)(1)(B) would also be available under §502(a)(3).” 559 F. Supp. 2d 192, 205 (Conn. 2008). It did note that § 502(a)(3) might not he lp respondents because that provisi o n authorizes only relief that was “ ‘ typicallyavailable in equity.’ ” Ibid. (quoting Great- West Life & Ann u ity Ins. Co. v. Knudson , 534 U. S. 204, 210 (2002)). But it describe d this question as “pa r -3 Cite as: 56 3 U

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S CALIA , J ., co n c ur ringin j u d g ment ticularly co mplicated,” 559 F. Su pp. 2d, at 205, and said that “in vie wof these knotty issues .

. . the Court need not, and does n o t, decide whether Plaintiffs couldobtain relief under §502(a)(3),” id. , at 206. It is assuredly not our normalpr actice to de cide issues that a lower court “ne e d not, and does not, decide,” se e Cooper Industries, Inc. v. Aviall Servi ces, Inc. , 543 U. S. 157, 168–169 (2004), and this case presents no exceptional reason to do so. To t h e con trary , it present s additional reasons not to do so. Mertens v. Hewi tt As sociates , 5 08 U. S. 248 (1993), the case the District Court feared ha d “severely curtailed the k i nds of relief . . . av ailable und er §502(a)(3),” 559 F. Supp. 2d, at 205, is cited exactly one time in the parties’ br iefs—by th e CIGNA p e titioners for the utterly unrelated propos ition that ERISA contains a “ ‘carefully crafted a n d detailed enforcement scheme.’ ” Brief for Petitioners 2. And there is no discussion whatso

ever of contract refor m ation or surcharge inthe briefs of the parties or even amici

. 1 The opinion for the Court states that the District Cour t “strongly i m plied .

. . that it would base it s relief up on [§502(a)(3)] were it not for (1) the fact that

. . . §502(a)(1)(B) .

. . provided sufficient authority; and (2) certain cas e s from this Court tha tnarro wed the applic a tion of the t e rm ‘app rop r iate equitable relief.’ ” Ante , at 16. I find no su ch implication what ever—not even a weakone. The District Court simply said that §502(a)(1)(B) provide d relief, and that under o u r cases §502(a)(3) might not do s o . While s o me Members of this Court have sought to divine what legisl ators would have prescribed beyond wha tthe y did prescri be, none to my knowledge has hitherto sought to guess what distric tjudg es would have decided beyond

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1 “[P]lanr e for m ation” m a ke s an appe arance in one sentence of one footnote of the Gove rnment’s brief, see Brief for U n ited States as Am icusCuria e30, n

. 9. Th i s c a meo h a r d lyqu alifies as “ d isc u ssion .”4 CIGNA CORP

. v. AMARA
S CALIA , J ., co n c ur ringin j u d g ment what they did decide. And this, b e ar in mind, is not just a guess as to what the District Court would have done if it had knownthat its §5 02(a)(1)(B) relief was (as we toda y hold) improper. The a pparent answer to that is that it would have denied relief, since it though t itself con

strained by “certain cases from this Court that [have] narrowed [§502(a)(3)],” ante, at 16. No, th e course the Court guesses about is what the Di strict Court would have done if it h a d known bot h that §502(a)(1)(B) denies relief and that §502(a)(3) provides it. This speculation upon speculation hardly renders our discussion of §502(a)( 3 ) relevant to the decision belo w; it is utterly irrel e vant. Why the Co urt embarks on this peculiar path is beyond me. It ca nnot even be explained by an eagerness to demonstrate—by blatant dictum, if necess a r y—that, b y George, plan members misled by an SPD wil lbe compen

sated. That they will normally be compensated is not i n doubt. As the opinion f o r the Court notes, ante , at 10, the Second Cir c uit has interprete d E R ISA as pe rmitting th e invalidation of plan amendments not preceded by proper notice, by reason of §2 04(h), which reads: “An applicable pensionplan may not be amended so as to provid e for a sign ificant redu ction in the rate of future benefit accrual unless the plan administrator provides the notice described in paragraph (2) to each applicable individual . . . .” 29 U. S. C. §1054(h)(1). This provision appears a natural fit to respondents’ claim, which is no t that CIGNA was prohibited from changing its plan, but th at CIGNA “failed to give them proper notice of changes to their benefits.” Ante , at 1. It was inapplicable here only because of the peculiar facts of this case and th e manner in which respondents chose to argue the case. 2

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2 The District Court found that § 204(h ) was unhelpful because CIGNA had p r ovided a valid notice of its decision to freeze benefits under theold plan. If thenew plan we re invalidatedbecause of a5 Cite as: 56 3 U

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S CALIA , J ., co n c ur ringin j u d g ment Rather tha nattempti ng to readthe Distri ct Jud ge’s palm, I would simply remand. If the Distric tCourt dis

misses the case based on an incor r ect reading of Merten s , the Second Circuit can correct it s error, and if the Second Circuit does not do so this Court c an grant ce rtiorari. T h e Court’s discussion of the relief available und er §502(a)(3) and Merten sis purely dicta, binding upon neither us nor the DistrictCourt. The Dis trict C o urt need not read any of it—and, indeed, if it takes our suggestions to heart, we may very w e ll reverse. Even if we adhere to our dicta that contractre formation, estoppel, and surchar ge are “ ‘dis

tinctively e quitable’ remedies,” ante , at 18, it is far fro m clear that they are available rem e dies in this case. The opinion for the Court does not sa y (much less hold) that they are and disclaims the implication, see ante , at 20. Contractre formation is a standar d remedy f o r alterin g the terms of a writing that fa ils to express the agreemen t of the parties “owing to the fraud of one of the parties and mistake of the other.” 27 Williston on Contracts §69:55, p. 160 (4th ed. 2010). But here, the Court would be em

ploying tha tdoctrine t o alter the terms of a contract i n response to a thir d pa rty ’s misre p resentations—not tho s e of a party to the cont ract. The SPD is not part of th e ERISA pla n , and it was not written by the plan’s spons o r. Although in this case CIGNA wrot e both the plan and the SPD, it did so in different capa cities: as sponsor when writing the plan, and a s administrator when preparing th e SPD. ERISA “carefully distinguishes these roles,” ante , a t 15; see also Beck , 551 U. S., at 101, and noth ing the Cou r t cites suggests that theyblend together when performed by

—————— defective §204(h) notice, thefreeze wo uld ret u rnt oforc e, a n d res p on dents would b ewors e off. Res p ondents might (a nd likely s h ould) hav e argued that the notice for th e freez e was itself void, b u t they “argued none of these things,” and the Dist r i c tCour t dec lined to “make these ar g u men t s n o w on[th e i r] b e h a lf.” 559 F

. Su pp. 2d 192, 208 (Con n . 200 8).6 CIGNA CORP

. v. AMARA
S CALIA , J ., co n c ur ringin j u d g ment the same entity. Admittedly, reformation might be available if the third partywas a nagent of a contrac t ing par t y an d its misrep

resentations could thus be attributed to it under agenc y law. But such a relationship has not been alleged and is unlikely here. An ERISA administrator’s du t yto provid e employees with an SPD arises by statute, 29 U. S. C. §1024(b)(1), and not b yreason of its relationship to th e sponsor. The administrator is alegally distinct entit y . Moreover, it is incoher e nt to thin k of the adm i nistrator a s agent and the sponsoras principal. Were t h is the case, and were t h e administrator cont r a cting with employees as an agent of the sponso r in producing the SPD, then the SPD would be part of the plan or would amend it—exa ctly what the o p inion for the Court rejects in Par tII–A, ante , at 13–15. And, in any event, SPDs may be furnish e d months after an employee accepts a pension or benefit plan. §10 24(b)(1). Reformation is m e ant to effectu ate mutual intent at the time of contr a cting, and that intent is not retroact i vely revised bysubsequent misstatements. Equitable estoppel and surcharge are perhaps better suited to the facts of this case. CIGNA a d mits that r e spondents might be a b le to recov e r under §5 02(a)(3) pu r suant to anequitable estoppel theory, but it presumably mak e s this concessiononly becau s e questi o n s of rel i ance would be individualized and pote ntially inappropriate fo r class-action treatment. Surchar ge (which CIGNA does not concede and whichis not briefed) may encou n ter the sa me problem. The amount for whichan administrator ma y be surcharged is, as the opin ion for the Court notes, the “actual harm” suffered by anemployee, ante , at 22—tha t is, harm stemming from reliance on the SPD or the lost opportunityto contest or react to th e switch. C f. 3 A. S c ott & W. Fra t cher, La w of Tru s ts § 2 0 5 , pp. 237

– 243 (4 th e d

. 1988). A re medy rela ti ng o n ly to that ha rm would of co urse7 Cite as: 56 3 U

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S CALIA , J ., co n c ur ringin j u d g ment be far different fro mwhat the Di st r i ctCo ur t i m posed

. 3 * * * I agree with the Court that anSPD is not part of an ERISA plan, and that, as a result, a plan participa nt or beneficia r y may not recove r for misrepresentations in an SPD u n der §502(a)(1)(B). Because this is the only question properly presented for our review, and the only question briefed and argued before us, I concur only in th e judgment.

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3 It is a l s o not ob vious tha tth e relief s o ught in this ca s ew o uld cons ti

tute an equitable surcharge allowable under M ert en sv. HewittAssoci

ates , 508 U. S. 248 ( 199 3). C f

. Knieriem v. Group Heal th Plan, Inc. , 434 F. 3d 105 8, 1 063 –1 064 ( C A 820 06). Th i s qu est i on , h o wev e r, like th e Cou r t’ s en tir edisc u ssionof §502(a)(3), is best left for a c a se inwh i c h the issue is rai s ed and briefed.