Exhibit 4(k)


 


PROTECTIVE
LIFE AND ANNUITY INSURANCE COMPANY  
•   P. O. BOX 10648   •  
BIRMINGHAM,  ALABAMA  35202-0648


 


QUALIFIED RETIREMENT PLAN ENDORSEMENT FOR ANNUITY CONTRACTS


 


All provisions of the Contract to which
this Qualified Retirement Plan Endorsement is attached shall be interpreted in
accordance with the applicable requirements of section 401(a) of the Internal
Revenue Code of 1986, as amended (the “Code”).


 


The Contract is amended as of
the Effective Date as follows:


 


1.             OWNER AND ANNUITANT


 


The Contract is
issued to a trustee of a qualified retirement plan under Code section 401(a)
(the “Plan”) maintained on behalf of the participants for whom the Contract is
purchased. Such trustee is the Owner and the Beneficiary.


 


The term “participant”
as used in this Endorsement shall mean the individual employee or former
employee for whose benefit the Plan is maintained and on whose behalf the
Contract is purchased. The Annuitant shall be the participant and, except as
otherwise provided under the Code and applicable regulations, the Annuitant
cannot be changed.


 


The trustee shall not distribute the
Contract to the Annuitant until the occurrence of a distributable event under
the Plan under which the Contract was purchased. If the Contract is distributed
to the Annuitant: (a) the Annuitant becomes the Owner; (b) all payments made
from the Contract while the Annuitant is alive must be made to the Annuitant; (c)
the provisions below apply to the Annuitant; and (d) the Annuitant may
designate a new Beneficiary. If the Annuitant does not designate a new
Beneficiary, then the estate of the Annuitant shall be the Beneficiary.


 


2.             NONTRANSFERABLE AND
NONFORFEITABLE


 


The Owner’s interest under the Contract
is nontransferable (within the meaning of Code section 401(g)) and is non-forfeitable.
In particular, except as permitted by federal tax law, the Contract may not be
sold, assigned, discounted or pledged as collateral for a loan or as security
for the performance of any obligation or for any other purpose, to any person
other than the Company.


 


3.             PLAN ADMINISTRATOR


 


The Plan Administrator is: (a) your
employer; or (b) the person(s) designated by your employer under the terms of
the Plan. Protective Life and Annuity Insurance Company (the “Company”) is not
the Plan Administrator or a plan fiduciary.


 


4.             PLAN PROVISIONS


 


The terms of the Contract and
this Endorsement are subject to the provisions of the Plan under which the
Contract is issued. The Owner’s ability to exercise any rights under this
Contract is subject to the terms of the Plan in connection with which this
Contract was issued. The Owner and Plan Administrator are responsible for
ensuring that any elections made under the Contract are made in accordance with
the terms of the Plan. Therefore, you should contact your Plan Administrator
before exercising any rights you may have under this Contract to ensure that
your actions are in accordance with the terms of the Plan. The Company assumes
that the exercise of all rights by the Owner of the Contract, and the
distribution of the Contract to a participant, are in accordance with the terms
of the Plan in connection with which this Contract was issued.


 


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5.             LUMP SUM PAYMENTS


 


No amount may be paid from the Contract
in a lump sum unless such payment is allowed under both the Plan for which the
Contract is purchased and the Code, including the regulations thereunder. We
will not pay the Contract Value in one lump sum in lieu of any annuity income
payments if the Contract Value is greater than $5,000, as determined on the
first day of the month preceding the Annuity Commencement Date, in accordance
with the requirements of Code sections 411(a)(11) and 417, including the
regulations thereunder.


 


6.             PURCHASE PAYMENTS


 


All Purchase Payments may be paid only
under the Plan by the Owner who is a trustee of the Plan, and if the
Participant becomes the Owner of the Contact as a result of the Contract being
distributed to the participant, premiums may not be paid after the Contract is
distributed. Premium payments are subject to the terms of the Plan, including
the maximum limitations on contributions. The Company will not accept a
Purchase Payment that includes after-tax contributions.


 


7.             REQUIRED
DISTRIBUTIONS GENERALLY


 


The entire interest in the Contract shall be
distributed as required under Code sections 401(a)(9) and applicable federal
income tax regulations. The provisions of this Endorsement reflecting these
requirements override any provision of the Contract that is inconsistent with
such requirements.


 


8.             REQUIRED BEGINNING
DATE


 


As used in this Endorsement, the term “Required
Beginning Date” means April 1 of the calendar year following the calendar year
following the later of (1) the calendar year in which the participant attains
age 701⁄2; or (2) the calendar year in which the participant retires, or such
later date as provided by law. However, unless the participant’s interest in
the Contract is on account of his or her participation in a governmental plan
(as defined in Code section 414(d)) or church plan (as defined in Code section
401(a)(9)(C)), if the participant is a 5-percent owner (as defined in IRC
section 416) with respect to the plan year ending in the calendar year in which
the participant attains age 701⁄2, the Required Beginning Date is April 1 of the
calendar year following the calendar year in which the participant attains age
701⁄2.


 


9.             DISTRIBUTIONS DURING
ANNUITANT’S LIFE


 


A.                                   Unless
otherwise permitted under applicable law, the Annuitant’s entire interest in
the Contract shall be distributed, or commence to be distributed, no later than
the Required Beginning Date over:


 


(i)            the
life of the Annuitant, or the lives of the Annuitant and his or her designated
beneficiary (within the meaning of Code section 401(a)(9)), or


 


(ii)           a
period not extending beyond the life expectancy of the Annuitant, or the joint
and last survivor expectancy of the Annuitant and his or her designated
beneficiary.


 


Payments must
be made in periodic intervals of no longer than one year. In addition, payments
must be either non-increasing or they may increase only as provided by
applicable federal tax law.


 


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B.                                     If
the Annuitant’s interest is to be distributed over a period greater than one
year, the amount to be distributed by December 31 of each year (including the
year in which the Required Beginning Date occurs) will be made in accordance
with the requirements of Code section 401(a)(9) and the regulations thereunder,
including the incidental death benefit requirements of Code section
401(a)(9)(G) and the regulations thereunder, including the minimum distribution
incidental benefit requirement under such regulations.


 


10.          DISTRIBUTIONS AFTER
DEATH OF THE ANNUITANT


 


A.                                   Unless
otherwise permitted under applicable federal tax law, if the Annuitant dies
before distribution of his or her interest in the Contract has begun,
distribution of the Annuitant’s entire interest will be distributed in
accordance with one of the following three provisions:


 


(i)                                    The entire interest
will be distributed by December 31 of the calendar year containing the fifth
anniversary of the Annuitant’s death.


 


(ii)                                 If the interest is
payable to an individual who is the Annuitant’s designated beneficiary, except
as provided in paragraph (iii) below, the entire interest will be distributed
beginning on or before December 31 of the calendar year immediately following
the calendar year in which the Annuitant died and will be made over the life of
the designated beneficiary or over a period not extending beyond the life
expectancy of the designated beneficiary. The irrevocable election of this
method of distribution must be made by the designated beneficiary no later than
December 31 of the calendar year immediately following the calendar year in
which the Annuitant died.


 


(iii)                              If the designated
beneficiary is the Annuitant’s surviving spouse, the spouse may irrevocably
elect to receive payments over the life of the surviving spouse or over a
period not extending beyond the life expectancy of the surviving spouse,
commencing at any date prior to the later of: (a) December 31 of the calendar
year immediately following the calendar year in which the Annuitant died; and
(b) December 31 of the calendar year in which the Annuitant would have attained
age 701⁄2. Such election by the surviving spouse must be made no later than the
earlier of December 31 of the calendar year containing the fifth anniversary of
the Annuitant’s death or the date distributions are required to begin pursuant
to the preceding sentence.


 


If the
surviving spouse dies before distributions begin, the limitations of this
section 10.A (without regard to this paragraph iii) shall be applied as if the
surviving spouse were the Annuitant.


 


B.            Unless otherwise
permitted under applicable federal tax law, if the Annuitant dies after
distribution of his or her interest in the Contract has begun, the remaining
portion of such interest, if any, will continue to be distributed at least as
rapidly as under the method of distribution being used at the time of the
Annuitant’s death.


 


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C.            Distributions under
this section are considered to have begun if distributions are made on account
of the Annuitant reaching his or her Required Beginning Date or if prior to the
Required Beginning Date distributions irrevocably (except for acceleration)
commence to the Annuitant over a period permitted and in an annuity form
acceptable under applicable federal tax law.


 


11.          LIFE EXPECTANCY
CALCULATIONS


 


Unless otherwise provided by applicable
federal tax law, life expectancy is computed using the expected return
multiples in Tables V and VI of Section 1.72-9 of the Federal income tax
regulations in accordance with Code sections 401(a)(9) and the regulations
thereunder. Life expectancy will not be recalculated with respect to payments
under an annuity option under the Contract. In other situations, life
expectancy will not be recalculated unless otherwise permitted under Code
section 401(a)(9) and the regulations thereunder.


 


12.          ANNUITY OPTIONS AND
WITHDRAWALS


 


All annuity options under the Contract
must meet the requirements of Code sections 401(a), including sections
401(a)(9) and 401(a)(11), as applicable. The provisions of this Endorsement
reflecting the requirements of these Code sections override any annuity option
that is inconsistent with such requirements.


 


An Annuitant who is married must have the
consent of his spouse in order to: (i) withdraw all or part of the Contract
Value; or, (ii) choose an annuity option other than a qualified joint and
survivor annuity within the meaning of Code section 417. If no annuity option
is chosen, a qualified joint and survivor annuity will be automatic for a
married Annuitant. An unmarried Annuitant will be deemed to have elected a life
annuity unless a different election is made in the manner required under Code
section 417. Also, if a married Annuitant dies before the annuity starting date
(within the meaning of Code section 401(a)(11)(A)(ii)), the death benefit will
be paid as a qualified pre-retirement survivor annuity within the meaning of
Code section 417, unless the surviving spouse consents otherwise.


 


If guaranteed payments are to be made under an
annuity option, the period over which the guaranteed payments are to be made
must not exceed the period permitted under Q&A-3 of Section 1.401(a)(9)-6
of the Income Tax Regulations (except as otherwise provided by applicable
federal tax law).


 


13.          NOTICES, ELECTIONS, AND CONSENTS


 


We must receive written notice, in a form
and manner acceptable to us, of any request to take a partial or total
surrender, elect a payment option, or exercise any other right under this
Contract. Elections and consents made pursuant to this Contract and this
Endorsement may be made and revoked only in the form, time, and manner
prescribed in Code section 417 (and applicable regulations).


 


14.          DIRECT ROLLOVERS


 


A distributee may elect, at the time and
in the manner prescribed by us, to have any portion of an eligible rollover
distribution paid directly to an eligible retirement plan specified by the
distributee in a direct rollover.


 


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A.            A distributee includes
an Annuitant. In addition, the Annuitant’s surviving spouse and the Annuitant’s
spouse or former spouse who is the alternative payee under a qualified domestic
relations order, as defined in Code section 414(p), are distributees with
regard to the interest of the spouse or former spouse.


 


B.            An eligible rollover
distribution is any distribution of all or any portion of the balance to the
credit of the distributee, except that an eligible rollover distribution does
not include (i) any distribution that is one of a series of substantially equal
periodic payments (not less frequently than annually) made for the life (or
life expectancy) of the distributee or the joint lives (or joint and last
survivor expectancies) of the distributee and the distributee’s designated
beneficiary, or for a specified period of ten years or more; (ii) any distribution
to the extent such distribution is required under Code section 401(a)(9); (iii)
the portion of any distribution that is not includible in gross income
(determined without regard to the exclusion for net unrealized appreciation
with respect to employer securities); (iv) any hardship distribution described
in Code section 401(k)(2)(B)(i)(IV) made to your after 1998; and (v) any other
amounts designated in published federal income tax guidance.


 


C.            An eligible retirement
plan is an individual retirement account described in Code section 408(a), an
individual retirement annuity described in Code section 408(b), an annuity plan
described in Code section 403(a), or a qualified trust described in Code
section 401(a), that accepts the distributee’s eligible rollover distribution. However,
in the case of an eligible rollover distribution to the surviving spouse, an
eligible retirement plan is an individual retirement account or individual
retirement annuity.


 


D.            A direct rollover is a
payment by us to the eligible retirement plan specified by the distributee.


 


E.             Except
as otherwise provided under applicable federal tax law, the following
provisions shall apply with respect to distributions after December 31, 2001,
for purposes of this section 14.


 


(i)            An eligible retirement
plan shall also mean an annuity contract described in Code section 403(b) and
an eligible plan under Code section 457(b) which is maintained by a state,
political subdivision of a state, or any agency or instrumentality of a state
or political subdivision of a state and which agrees to separately account for
amounts transferred into such plan from the Plan. The definition of eligible
retirement plan shall also apply in the case of a distribution to a surviving
spouse, or to a spouse or former spouse who is the alternate payee under a
qualified domestic relation order, as defined in Code section 414(p).


 


(ii)           Any amount that is
distributed on account of hardship shall not be an eligible rollover
distribution and the distributee may not elect to have any portion of such a
distribution paid directly to an eligible retirement plan.


 


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(iii)          To the extent permitted
by federal tax law, a portion of a distribution shall not fail to be an
eligible rollover distribution merely because the portion consists of after-tax
employee contributions that are not includible in gross income. However, such
portion may be transferred only to an individual retirement account or annuity
described in Code section 408(a) or (b), or to a qualified defined contribution
plan described in Code section 401(a) or 403(a) that agrees to separately
account for amounts so transferred, including separately accounting for the
portion of such distribution which is includible in gross income and the
portion of such distribution which is not so includible.


 


15.          CODE SECTION 72(s)


 


All references in the Contract
to Code section 72(s) are deleted.


 


16.          AMENDMENT OF THIS
ENDORSEMENT


 


The Company reserves the right, and the
Owner agrees the Company shall have such right, to make any amendments to this
Endorsement from time to time as may be necessary to comply with the Code, as
amended, and the regulations thereunder. We will obtain all necessary approvals
including, where required, that of the Owner and will send you a copy of the
endorsement that modifies your Contract. We will not be responsible for any
adverse tax consequences resulting from the rejection of such an amendment.


 


17.          GROUP CONTRACT


 


If this Endorsement is used
with a certificate issued under a group contract, the term “Owner” refers to
the Participant/Annuitant and the term “Contract” refers to your Certificate.


 


Signed for the Company as of
the Effective Date.


 


Protective Life and Annuity
Insurance Company


 


	
  

  	
   

  
	
  Deborah J. Long

  Secretary

  	
   

  



 


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