Exhibit
10(i)(d) 


 





SECOND
AMENDMENT TO AMENDED AND RESTATED 

COINSURANCE AND MODIFIED COINSURANCE AGREEMENT 


 


THIS
SECOND AMENDMENT TO AMENDED AND RESTATED COINSURANCE and MODIFIED COINSURANCE AGREEMENT (“Amendment”) effective
as of 23, November 2021 amends the AMENDED AND RESTATED COINSURANCE AND MODIFIED COINSURANCE AGREEMENT effective February 4, 2021
(the “Agreement”) by and between MEMBERS LIFE INSURANCE COMPANY (the “Company”) and CMFG LIFE
INSURANCE COMPANY (“Reinsurer”).


 


WHEREAS,
the parties wish to amend the terms of the Agreement to revise the investment guidelines attached to the Agreement to: clarify
which investments constitute Alternative investments and to and adjust certain asset class limits to better align with the CMFG
Life Investment policy.


 


NOW
THEREFORE, in consideration of the premises and the mutual covenants contained hereinafter, the parties hereto intending to
be legally bound agree to amend the Agreement as follows:


 


Article
I 


Amendment
to the Agreement 


 


		1.1	Amendment
                                         to Schedule 4.2 Exhibit A, The investment guidelines attached as Schedule 4.2 to
                                         the Agreement are hereby replaced in their entirety with the investment guidelines attached
                                         hereto.



 


IN
WITNESS WHEREOF, the parties have caused the Second Amendment to Coinsurance Agreement to be executed by their duly authorized
representatives and to be effective on the date first set forth above.


 


	MEMBERS LIFE INSURANCE COMPANY	 	CMFG LIFE INSURANCE COMPANY
	 	 	 	 	 
	By:		 	By:	 



 


	Print Name:	Brian J. Borakove	 	Print Name:	Laureen Winger






	Title:	Senior Vice President	 	Title:	EVP, Chief Financial Officer



 


	Date:	11/29/2021	 	Date:	11/30/2021


 






     


     


    

 


Exhibit
A


 


SCHEDULE
4.2


INVESTMENT GUIDELINES 


 


Investment
Guidelines for CMFG Life Insurance Company Risk Control Separate Accounts and Declared Rate Separate Accounts 


 


	Broad Asset Class	 	Asset Class	 	Minimum	 	Maximum
	Near Risk-Free	 	 	 	0%	 	100%
	 	 	Cash	 	-0%	 	100%
	 	 	Government	 	0%	 	100%
	 	 	Agency MBS*	 	0%	 	40%
	 	 	 	 	 	 	 
	Corporate	 	 	 	20%	 	80%
	 	 	Public – Investment Grade	 	20%	 	80%
	 	 	Private – Investment Grade	 	0%	 	20%
	 	 	High Yield	 	0%	 	10%
	 	 	 	 	 	 	 
	Other Credit	 	 	 	0%	 	30%
	 	 	Municipal	 	0%	 	10%
	 	 	Mortgage Loan	 	0%	 	25%
	 	 	 	 	 	 	 
	Structured Credit	 	 	 	3%	 	25%
	 	 	ABS	 	0%	 	20%
	 	 	CMBS	 	0%	 	20%
	 	 	CLO	 	0%	 	20%
	 	 	RMBS	 	0%	 	5%
	 	 	 	 	 	 	 
	Equity or Near-Equity	 	 	 	0%	 	15%
	 	 	Real Estate	 	0%	 	5%
	 	 	Alternative – Income	 	0%	 	7%
	 	 	Alternative – MOIC	 	0%	 	7%
	 	 	Public Equity	 	0%	 	5%


 


*A
pass-through security or unleveraged CMO class


 


Derivatives


 


Derivatives
will primarily be limited to those hedging liability risks. Risks hedged would primarily be the equity market related guarantees
of the Members Life Annuity Contracts but can also include rate and credit oriented exposures generally related to liability reserves.
Derivative usage and limits on notional amounts will be set by the Board of Directors of CMFG Life Insurance Company from time
to time and must comply with the CMFG Life Insurance Company Derivative Use Plan and Derivative Policy. Derivatives will not be
used for speculative purposes.


 






     


     


    

 


Alternatives


 


The
alternative equity allowed as part of these guidelines may be held in the form of direct limited partnership holdings in private
equity funds or as equity ownership in an affiliated entity formed to hold such limited partnership holdings in private equity
funds.


 


Transfer
restrictions


 


Assets
may be transferred into and out of the separate accounts as long as asset values exceed liability values after such transfers.
Impaired securities, securities in default or assets encumbered by other agreements (modified coinsurance “segregated”
assets, collateral for trusts, etc.) may not be transferred into the separate accounts.


 


Borrowing
to Support the Separate Accounts


 


Assets
of the Separate Accounts may be used to collateralize borrowing in order to meet short-term liquidity needs of the Separate Accounts.


 


Use
of Funding Agreements


 


Assets
of the Separate Accounts may be used to collateralize funding agreements with the Federal Home Loan Bank (“FHLB”).
Funding agreement proceeds will be invested within the Separate Accounts in assets that are consistent with these investment guidelines
and that match funding agreement liabilities. The funding agreement liabilities are recorded in each separate account so we are
using separate account assets to satisfy liabilities attributable to the separate accounts. We track these assets that back the
funding agreements in a separate portfolio so they can be identified separately.


 


Securities
Lending


 


The
Separate Accounts may participate in a securities lending program consistent with the terms of the general account securities
lending program in which collateral is received for loaned securities, provided investments made with such collateral are invested
within the Separate Accounts in assets consistent with these Investment guidelines and that match securities lending program liabilities.


 


Applicability
of Guidelines to New Products


 


Portfolios
are established within each Separate Account in order to identify the specific assets intended to support obligations associated
with different contract forms. The assets within a portfolio intended to support a new product may not be diversified among the
asset classes described above until the assets within that portfolio total $100 million. However, the total assets within the
Separate Account will comply with these Investment Guidelines at all times


 


Effective:
11/23/2021