As filed with the Securities and Exchange Commission on April 19, 2023
File
Nos. 333-200255
811-05200
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |
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Pre-Effective Amendment No. |
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Post-Effective Amendment No. 9 |
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |
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(Check Appropriate Box or Boxes)
Brighthouse Variable Annuity Account C
(Exact Name of Registrant)
Brighthouse Life Insurance Company
(Name of Depositor)
11225 North Community House Road
Charlotte, NC 28277
(Address of Depositor's Principal Executive Offices) (Zip Code)
Depositor's Telephone Number, including Area Code
(980) 365-7100
(Name and Address of Agent for Service)
Brighthouse Life Insurance Company
c/o The Corporation Trust Company
1209 Orange Street
Corporation Trust Center
New Castle County
Wilmington, DE 19801
(302) 658-7581
Copies to:
W. Thomas Conner
Carlton Fields
1025 Thomas Jefferson St., N.W.
Suite 400 West
Washington,
DC
20007-5208
Approximate
Date of Proposed Public Offering: On May 1,
2023 or as soon thereafter as practicable.
It is proposed that this filing will become effective (check appropriate box):
☐
immediately upon filing pursuant to paragraph (b)
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on
May 1,
2023 pursuant to paragraph (b)
☐
60 days after filing pursuant to paragraph (a)(1)
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on (date) pursuant to paragraph (a)(1) of rule 485 under the Securities Act.
If appropriate, check the following box:
☐
this post-effective amendment designates a new effective date for a previously filed
post-effective amendment.
The Fixed
And Variable Annuity
issued by
Brighthouse Life Insurance
Company
and
Brighthouse Variable Annuity Account C
COVA VARIABLE ANNUITY, FIRSTAR SUMMIT VARIABLE ANNUITY, PREMIER ADVISOR VARIABLE ANNUITY, DESTINY SELECT VARIABLE ANNUITY, PREVAIL VARIABLE ANNUITY
May
1, 2023
This prospectus describes Cova Variable Annuity, Firstar Summit Variable Annuity, Premier Advisor Variable Annuity, Destiny Select Variable Annuity, and Prevail
Variable Annuity (the “contracts”), flexible premium deferred variable annuity
contracts offered by Brighthouse Life Insurance Company (“BLIC”, the
“Company”, or “we” or “us”). The contract is offered for individuals and some tax qualified and non-tax qualified retirement plans. Currently the contract is not available for
new sales. The contract has a fixed account that offers an interest rate guaranteed by us
and variable investment portfolios.
Additional information about certain investment products, including variable annuities, has been
prepared by the Securities and Exchange Commission’s staff and is available at
Investor.gov.
The
contracts:
•are not bank deposits
•are not
FDIC insured
•are not insured by any federal government agency
•are not
guaranteed by any bank or credit union
•may be subject to loss of principal
The Securities and Exchange Commission has not approved or disapproved these securities or determined if this prospectus is
accurate or complete. Any representation to the contrary is a criminal
offense.
TABLE OF CONTENTSPage
Page
IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT THE CONTRACT
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Charges for Early
Withdrawals |
If you withdraw money during the first 5 full years following a
purchase
For example, if you make an early withdrawal, you could pay a withdrawal
charge of up to $5,000 on a $100,000 investment.
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Fee Table and
Examples
Expenses – Withdrawal Charge |
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In addition to withdrawal charges, you also may be charged for the
following transactions: transfers of cash value between
investment options, which
Transfer Fee. Currently, we allow unlimited transfers among the investment options without charge. However, we reserve the right to charge for transfers
after the first 12 transfers per year. |
Fee Table and
Examples
Expenses –
Transfer Fee |
Ongoing Fees and
Expenses (annual charges) |
The table below describes the fees and expenses that you may pay
each year,
depending on the options you choose. Please refer to your contract
specifications page for information about the specific
fees you will pay each year. |
Fee Table and
Examples
Expenses
Available
Under the
Contract |
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Investment options
(portfolio company fees and
expenses)2 |
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1 As a percentage of average account value in the Separate Account. The charge shown also
includes the contract maintenance charge.
2 As a percentage of fund assets before temporary expense reimbursements and/or fee waivers. |
Because your contract is customizable, the choices you make affect how
much you will pay. To help you understand the cost of owning your
contract, the following table shows the lowest and
highest cost you could pay each year, based on current charges. This estimate
assumes that you do not take withdrawals from the
contract, which could add withdrawal charges
that substantially increase costs. |
Lowest Annual Cost
$1,653 |
Highest Annual Cost
$2,203 |
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•Least expensive portfolio company fees and expenses
transfers, or withdrawals |
•Most expensive portfolio company fees and expenses |
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You can lose money by investing in this contract, including loss of
principal. |
Principal Risks
of Investing in
the Contract |
Not a Short-Term
Investment |
This contract is not a short-term investment and is not appropriate for
an investor who needs ready access to cash.
Withdrawal charges may apply for the first 5 years of the
contract. Withdrawal charges will reduce the value of your contract if you withdraw
money during that time.
The benefits of tax deferral mean the contract is more beneficial to
investors with a long time horizon.
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Principal Risks
of Investing in
the Contract |
Risks Associated
with Investment
Options |
•An investment in this contract is subject to the risk of poor investment
performance and can vary depending on the performance of the investment
•Each investment option, including the fixed account, has its own unique
risks.
•You should review the prospectuses for the available funds and the
prospectus disclosure concerning the
fixed account before making an
investment decision. |
Principal Risks
of Investing in
the Contract |
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An investment in the contract is subject to the risks related to us.
Any obligations (including under the
fixed account), or guarantees and benefits of
claims-paying ability. If we experience financial distress, we may not
be able to meet our obligations to you. More information
about BLIC, including our financial strength ratings, is
available by contacting us at (888) 243-1968. |
Principal Risks
of Investing in
the Contract |
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version of the contract that you purchased.
•Currently, we allow unlimited transfers without charge among investment
impose a charge for transfers in excess of 12 per
year. •We reserve the right to limit transfers in circumstances of
frequent or large transfers.
available as investment options under the contract.
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Investment
Options
Available by
Contract
Version |
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•Consult with a tax professional to determine the tax implications of an
investment in and payments received under this contract.
•If you purchase the contract through a tax-qualified plan or individual
retirement account, you do not get any additional tax
benefit. •You will generally not be taxed on increases in the value of
the contract until they are withdrawn. Withdrawals will
be subject to ordinary income tax, and may be subject to
tax penalties if you take a withdrawal before age
59 1∕2. |
Federal
Income Tax
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Investment
Professional
Compensation |
Your investment professional may receive compensation for selling this
contract to you, in the form of commissions, additional
cash benefits (e.g., bonuses), and non-cash compensation.
This conflict of interest may influence your investment
professional to recommend this contract over another
investment for which the investment professional is not compensated or
compensated less. |
Other Information – Compensation Paid to Selling Firms |
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If you already own an insurance contract, some investment professionals
may have a financial incentive to offer you a new
contract in place of the one you own. You should only
exchange a contract you already own if you determine,
after comparing the features, fees, and risks of both contracts, that it is better for you to purchase the new contract rather than continue to
own your existing contract. |
Replacement of Contracts and Other Exchanges |
OVERVIEW OF THE CONTRACT
Purpose. The contract is a variable annuity contract. It provides a means for investing on a tax-deferred basis in our fixed account and the variable investment
portfolios (or investment portfolios), together “investment options.” The
contract is designed generally for an investor who intends to hold the contract for a long period of time and then use the contract value (in the form of either withdrawals or annuity payments) for retirement
savings or other long-term investment purposes. The contract has various features that may
be appropriate for you based on your financial situation and objectives, including certain
death benefit features which can be used to transfer assets to your beneficiaries. Because
of the withdrawal charge (which is in effect for many years) and the possibility of income
tax and tax penalties on early withdrawals, the contract should not be viewed as an investment vehicle offering low cost liquidity. Your financial goal in acquiring the contract should focus on a long-term
insurance product, offering the prospect of investment growth.
Phases of the Contract. The contract has two phases: The accumulation phase and the income phase. During the accumulation phase, earnings accumulate on a tax-deferred basis and are taxed as income when you make a
withdrawal. To help you accumulate assets during the accumulation phase, you can invest
your purchase payments and contract value in: (1) investment portfolios available under the
contract, each of which has its own investment strategies and risks; investment adviser(s);
expense ratio; and performance history; and (2) the fixed account option, which offers a
guaranteed interest rate. A list of investment portfolios in which you can
invest is provided in Appendix A.
The income phase occurs when you or a designated payee begin receiving regular annuity payments from your contract. All death benefits terminate without value
at the start of the income phase. In addition, once the income phase begins you generally
may no longer take withdrawals from the contract. Depending on the annuity option you
elect, any remaining guarantee may be paid to your beneficiary (or beneficiaries).
Contract
Features. The following is a brief description of the contract’s primary
features.
Contract Versions. This prospectus describes the following versions of the contract: Cova Variable Annuity, Firstar Summit Variable Annuity, Premier
Advisor Variable Annuity, Destiny Select Variable Annuity, and Prevail
Variable Annuity. Certain investment portfolios may not be available to you depending on which version of the contract you purchased.
Accessing your Money.
Before you annuitize, you can withdraw money from your contract at any time. If you take a
withdrawal, you may have to pay a withdrawal charge and/or income taxes, including a tax penalty if you are younger than age 59 1∕2.
Tax
Treatment. You can transfer money among the investment options without tax implications,
and earnings (if any) on your investments are generally tax-deferred. You are only subject
to tax upon: (1) making a withdrawal; (2) receiving a payment from us; or (3) payment of a death benefit.
Death Benefit. The contract includes, at no additional cost, a standard death benefit that will pay a death benefit to your beneficiary (ies) if you die during
the accumulation phase. The standard death benefit options differ depending on the date on
which, and the state in which, you purchased your contract.
Additional Services.
•Automatic Rebalancing Program. This program directs us to automatically rebalance your contract to return to your original percentage investment
allocations on a periodic basis.
•Systematic Withdrawal Program. This program allows you to receive regular automatic monthly withdrawals from your contract up to 10% of your total purchase payments each year. No withdrawal charge will be imposed on these payments.
•Electronic Delivery. As an owner, you may elect to receive electronic delivery of current prospectuses related to this contract, as well as other contract related documents.
FEE TABLE AND EXAMPLES
The following tables describe the fees and expenses that you will pay when buying, owning, and surrendering, or making withdrawals from the contract. Please refer to your contract specifications page for information about the specific fees you will pay each year.
The first table describes the fees and expenses that you will pay at the time that you buy
the contract, surrender the contract, make withdrawals from the contract, or transfer contract value between investment options. State premium taxes of 0% to 3.5% may also be deducted.
Transaction Expenses
Withdrawal Charge (Note 1)
(as a percentage of purchase payments withdrawn) |
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$25 or 2% of transfer, whichever is less, per transfer $0 (First 12 per year) |
Note 1. If an amount withdrawn is determined to include the withdrawal of prior purchase payments, a withdrawal charge may be assessed. After we have the purchase payment for 5 years there is no charge for withdrawal of that purchase payment. See “Expenses – Withdrawal Charge.”
Note 2. There is no charge for the first 12 transfers in a contract year; thereafter the fee is
the lesser of $25 or 2% of the transfer. We currently are waiving the transfer fee, but reserve the right to charge the fee in the future.
The next table describes the fees and expenses that you will pay each year during the time that you own the contract, not including investment portfolio fees and expenses.
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Administrative Expenses (Note 1) |
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Base Contract Expenses (Note 2) |
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(as a percentage of account value in the Separate Account) |
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Note 1. We call these expenses the “contract maintenance charge” in your contract, as well as in other places in this prospectus. It is charged every year on the anniversary of the date when your contract was issued if the value of your contract is less than $50,000. It may be charged at the time you make a complete withdrawal. Different policies apply during the income phase of the contract. For instance, if the value of your contract on the annuity date is less than $50,000, then we will not deduct the charge. After the annuity date, the charge will be collected monthly out of the annuity payment, regardless of the size of your contract. See “Expenses” section of the prospectus, under the sub-heading “Contract Maintenance Charge.” In the section entitled “Important Information You Should Consider About Your Contract” earlier in this prospectus, we are required to present this charge as part of the base contract.
Note 2. We call these expenses “Insurance Charges” in your contract, as well as in
other places in this prospectus. These charges are comprised of the mortality and expense risk premium equal to 1.25% and the administrative expense charge equal to 0.15%.
These charges are deducted solely from contract value in the Separate Account. See “Expenses” section of the prospectus, under the sub-heading “Insurance
Charges” for more information.
The next table shows the minimum and maximum total
operating expenses charged by the investment portfolios that you may pay periodically during the time that you own the contract. A complete list of investment portfolios available under the contract, including their annual expenses, may be found in Appendix A.
Annual Investment Portfolio Expenses
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management fees, distribution and/or service (12b-1) fees, and other
expenses) |
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Examples
These Examples are intended to help you compare the cost of investing in the contract with the cost of
investing in other variable annuity contracts. These costs include Transaction Expenses, Annual Contract Expenses, and Annual Portfolio Company Expenses.
The Examples assume that you invest $100,000 in the contract for the time periods indicated. The Examples also assume that your investment has a 5% return each year and assumes the most
expensive Annual Portfolio Company Expenses (“maximum”) or the least expensive Annual Portfolio Expenses (“minimum”).
Although your actual costs may be higher or lower, based on these assumptions, your costs would be
the following:
(1) If you surrender your contract at the end of the applicable time period:
(2) If
you do not surrender your contract or if you annuitize at the end of the applicable time period:
The Examples should not be considered a representation of past or future expenses or annual rates of return of
any investment portfolio. Actual expenses and annual rates of return may be more or less than those assumed for the purpose of the Examples.
PRINCIPAL RISKS OF INVESTING IN THE CONTRACT
Unsuitable as Short-Term Savings Vehicle. The contract is intended for retirement savings or other long-term investment purposes. The benefits of tax deferral mean the contract is more beneficial to investors
with a long time horizon. It is not suitable as a short-term savings vehicle. This means if
you plan to withdraw money or surrender the contract for short-term needs, it may not be
the right contract for you. A charge may be assessed on withdrawals and surrenders, and it
could be substantial. Please discuss your insurance needs and financial
objectives with your financial representative.
Investment Risk. You bear
the risk of any decline in the contract value of your contract resulting from the
performance of the investment portfolios you have chosen. The contract value could decline
very significantly, and there is a risk of loss of the entire amount invested. This risk
varies with each investment portfolio. This risk could have a significant negative impact on certain benefits and guarantees under the contract. The investment risks are described in the prospectuses for the investment
portfolio.
Insurance Company Risk. It is possible that we could experience financial difficulty in the future and even become insolvent, and therefore unable to provide
all of the guarantees and benefits that exceed the assets in the Separate Account that we
promise. Likewise, our experiencing financial difficulty could impair our ability to
fulfill our obligations under the fixed account offered under this contract.
Tax
Consequences. Withdrawals are generally taxable (to the extent of any earnings in the
contract), and prior to age 59 1∕2 a tax penalty may
apply. In addition, even if the contract is held for years before any withdrawal is made,
the withdrawals are taxable as ordinary income rather than capital gains.
Cybersecurity and Certain Business Continuity Risks. Our variable annuity contract business is largely conducted through complex information technology and communications systems operated by us and our service providers or other business partners (e.g., the investment portfolios and the firms involved in the
distribution and sale of our variable annuity contracts), and their operations rely on the secure processing, storage and transmission of confidential and other information in their
systems and those of their respective third party service providers. For
example, many routine operations, such as processing Owners’ requests and elections and day-to-day recordkeeping, are all executed through computer
networks and systems.
We have established administrative and technical controls and business continuity and resilience plans to protect our operations against attempts by unauthorized
third parties to improperly access, modify, disrupt the operation of, or prevent access to
critical networks or systems or data within them (a “cyber-attack”). Despite these protocols, a cyber-attack could have a material, negative impact on BLIC and the Separate Account, as well as
individual Owners and their contracts. There are inherent limitations in our plans and systems, including the possibility that certain risks have not been identified or that
unknown threats may emerge in the future. Unanticipated problems with, or failures of, our
disaster recovery systems and business continuity plans could have a material impact on our
ability to conduct business and on our financial condition and operations, and such events could result in regulatory fines or sanctions, litigation, penalties or financial losses, reputational harm, loss of
customers, and/or additional compliance costs for BLIC. Our operations also could be negatively affected by a cyber-attack at a third party, such as a service provider,
business partner, another participant in the financial markets or a governmental or
regulatory authority.
Cyber-attacks can occur through unauthorized access to computer systems, networks or devices; infection
from computer viruses or other malicious software code; phishing attacks; account takeover
attempts; or attacks that shut down, disable, slow or otherwise disrupt operations,
business processes or website access or functionality. There may be an increased risk of
cyber-attacks during periods of geo-political or military conflict. Disruptions or failures
may also result from unintentional causes, such as market events that trigger a surge of
activity that overloads current information technology and communication systems. Other
disruptive events, including (but not limited to) natural disasters, military actions, and
public health crises, may adversely affect our ability to conduct business, in particular
if our employees or the employees of our service providers are unable or unwilling to perform their responsibilities as a result of any such event. Cyber-attacks, disruptions or failures to our business
operations can interfere with our processing of contract transactions, including the
processing of transfer orders from our website or with the investment portfolios; impact our
ability to calculate Accumulation Unit values; cause the release and/or possible loss, misappropriation
or corruption of confidential Owner or business information; or impede order processing or
cause other operational issues.
Cyber-attacks, disruptions or failures may also impact the issuers of securities in which the investment
portfolios invest, and it is possible the funds underlying your contract could lose value.
There can be no assurance that we or our service providers or the investment portfolios will avoid losses affecting your contract due to cyber-attacks, disruptions or failures in the future. Although we
continually make efforts to identify and reduce our exposure to cybersecurity risk, there
is no guarantee that we will be able to successfully manage and mitigate this risk at all
times. Furthermore, we cannot control the cybersecurity plans and systems implemented by third parties, including service providers or issuers of securities in which the investment portfolios
invest.
COVID-19 and Market Conditions. The COVID-19 pandemic has at times resulted in or contributed to significant financial market volatility, travel
restrictions and disruptions, quarantines, an uncertain interest rate environment, elevated
inflation, global business, supply chain, and employment disruptions affecting companies
across various industries, government and central bank interventions, wide-ranging changes
in consumer behavior, as well as general concern and uncertainty that has negatively
affected the economic environment. COVID-19 vaccination distribution in the United States has resulted in more flexible quarantine guidelines, increased consumer demand, and resurgence of travel. However,
vaccination rates and vaccine availability abroad, specifically in developing and emerging
market countries, continue to lag, and new COVID-19 variants have led to waves of increased
hospitalizations and deaths.
At this time, it continues to not be possible to estimate the severity or duration of the pandemic, including the severity, duration and frequency of any additional
“waves” or emerging variants of COVID-19. It likewise remains not possible to predict or estimate the longer-term effects of the pandemic, or any actions taken to contain
or address the pandemic, on our business and financial condition, the financial markets,
and the economy at large. The Company has implemented risk management and contingency plans,
and continues to closely monitor this evolving situation, including the impact on services
provided by third-party vendors. However, there can be no assurance that any future impact
from the COVID-19 pandemic will not be
material to the Company and/or with respect to the services the Company or its customers receive from third-party vendors.
Significant
market volatility and negative investment returns in the financial markets resulting from the COVID-19 pandemic and market conditions could have a negative impact on returns of the investment portfolios in
which the Separate Account invests. Depending on market conditions and your individual
circumstances (e.g., your selected investment options and the timing of any transfers or
withdrawals), you may experience (perhaps significant) negative returns under the contract.
You should consult with your financial representative about how the COVID-19 pandemic and
the recent market conditions may impact your future investment decisions related to the contract, such as making subsequent purchase payments, transfers, or withdrawals, based on your individual
circumstances.
THE ANNUITY CONTRACT
This prospectus describes the Fixed and Variable Annuity Contract issued by BLIC. Currently, BLIC is not offering this contract for new sales. However, you may
continue to make additional purchase payments to your contract.
The contract is intended for retirement savings or other long-term investment purposes. The contract has features and benefits that may be appropriate for you
based on your financial situation and objectives, but we are not a fiduciary and do not
give advice or make recommendations regarding insurance or investment products, or any
securities transactions or investment strategies involving securities (including account
recommendations). You should ask your financial representative for guidance regarding
whether the contract may be appropriate for you. Please bear in mind that your financial representative, or any financial firm or financial professional you consult to provide advice, is acting on your
behalf. We are not a party to any agreement between you and your financial professional.
An annuity is a contract between you, the owner, and an insurance company (in this case BLIC), where the insurance company promises to pay an income to you, in
the form of annuity payments. Annuity payments must begin on a designated date that is at
least 30 days in the future. Until you decide to begin receiving annuity payments, your
annuity is in the accumulation phase. If you die during the accumulation phase, your beneficiary (or beneficiaries) will receive the death benefit under your contract (see “Death Benefit” for more information).
Once you begin receiving annuity payments, your contract switches to the
income phase. There is no death benefit during the income phase; however, depending on the annuity option you elect,
any remaining guarantee may be paid to your beneficiary (or beneficiaries) (see
“Annuity Payments (The Income Phase)” for more information).
The contract benefits from tax deferral. Tax deferral means that you are not taxed on earnings or appreciation on the assets in your contract until you take money
out of your contract.
The contract is called a variable annuity because you can choose among the investment portfolios and, depending upon market conditions, you can make or lose money
in any of these portfolios. If you select the variable annuity portion of the contract, the
amount of money you are able to accumulate in your contract during the accumulation phase
depends upon the investment performance of the
investment portfolio(s) you select. The amount of the annuity payments you receive during the income phase from the variable annuity portion of the contract
also depends, in part, on the investment performance of the investment portfolios you
select for the income phase. We do not guarantee the investment performance of the variable
annuity portion. You bear the full investment risk for all amounts allocated to the variable annuity portion.
The contract
also contains a fixed account. The fixed account offers an interest rate that is guaranteed by BLIC. BLIC guarantees that the interest rate
credited to the fixed account will not be less than 3%. Because of exemptive and
exclusionary provisions, interests in the fixed account have not been registered under the
Securities Act of 1933, and neither the fixed account nor the general account has been
registered as an investment company under the Investment Company Act of 1940. If you select
the fixed account, your money will be placed with the other general assets of BLIC, and the
amount of money you are able to accumulate in your contract during the accumulation phase depends upon the total interest credited to your contract. The amount of the annuity payments you receive during the
income phase from the fixed account portion of the contract will remain level for the
entire income phase. All guarantees as to purchase payments or account value allocated to the fixed account, interest credited to the fixed account, and fixed annuity payments are subject to our financial
strength and claims-paying ability.
As owner of the contract, you exercise all interest and rights under the contract. You can change the owner at any time by notifying BLIC in writing. You and
your spouse can be named joint owners. We have described more information on this under
“Other Information –
Ownership.”
ANNUITY PAYMENTS (THE INCOME PHASE)
Annuity Date
Under
the contract you can receive regular income payments (referred to as annuity payments). You can choose the month and year in which those payments begin. We call that date the annuity date. Your annuity date will be the first day of the calendar month unless, subject to our current established administrative
procedures, we allow you to select another day of the month as your annuity date.
We ask you to
choose your annuity date when you purchase the contract. You can change it at any time before
the annuity date with 30 days’ notice to us. Your annuity date cannot be any earlier than one
month after you buy the contract.
Please be aware that once your contract is annuitized, your beneficiary (or beneficiaries) is ineligible to receive the death benefit
you have selected.
Annuity Payments
You will
receive annuity payments during the income phase. In general, annuity payments must begin by the annuitant’s 85th birthday or 10 years from
the date the contract was issued, whichever is later (this requirement may differ slightly
for special programs). We may allow you to extend your annuity date, subject to restrictions
imposed by your selling firm and our current established administrative procedures. The
annuitant is the person whose life we look to when we make annuity payments.
During the income phase, you have the same investment choices you had just before the start of the income phase.At the annuity date, you can choose whether payments will come from the:
•fixed account,
•the
investment portfolio(s) or
•a combination of both.
If you
don’t tell us otherwise, your annuity payments will be based on the investment allocations that were in place on the annuity date.
If you choose to have any portion of your annuity payments come from the investment portfolio(s), the dollar amount of your payment will depend upon 3
things:
1) the value of your contract in the investment portfolio(s) on the annuity date,
2) the 3% assumed investment return used in the annuity table for the contract, and
3) the performance of the investment portfolios you selected.
If the actual
performance exceeds the 3% assumed investment return, your annuity payments will increase.
Similarly, if the actual investment rate is less than 3%, your annuity payments will
decrease.
Annuity payments are made monthly unless you have less than $5,000 to apply toward a payment, except in
New Jersey ($2,000 if the contract is issued in
Massachusetts or Texas). In that case, BLIC may pay your annuity payment in a single lump sum. Likewise, if your annuity payments would be less than $100 a month
($20 in Texas), BLIC has the right to change the frequency of payments so that your annuity
payments are at least $100 ($20 in Texas).
Annuity Options
You can
choose among income plans. We call those annuity
options. We ask you to choose an annuity option when you purchase the contract. You can change it at any time before the annuity date with 30 days’ notice
to us. If you do not choose an annuity option at the time you purchase the contract, we
will assume that you selected Option 2 which provides a life annuity with 10 years of guaranteed payments.
You can choose one of the following annuity options or any other annuity option acceptable to BLIC, subject to the requirements of the Internal Revenue Code.
After annuity payments begin, you cannot change the annuity option.
Option 1. Life Annuity. Under this option, we will make an annuity payment each month so long as the annuitant is alive. After the annuitant dies, we stop making annuity payments. It is possible under this
option to receive only one annuity payment if the annuitant dies before the due date of the
second payment or only two annuity payments if death occurs before the due date of the third
payment, and so on.
Option 2. Life Annuity with 5, 10 or 20 Years Guaranteed. Under this option, we will make an annuity payment each month so long as the annuitant is alive. However, if, when the annuitant dies, we have made
annuity payments for less than the selected guaranteed period, we will then continue to
make annuity payments for the rest of the guaranteed period to the beneficiary. If the
beneficiary does not want to receive annuity payments, he or she can ask us for a single lump sum. Due to underwriting or Internal Revenue Code considerations, there may be limitations on the payments or
duration of the guarantee period under Option 2.
Option 3. Joint and Last Survivor Annuity. Under this option, we will make annuity payments each month so long as the annuitant and a second person are both alive. When either of these people dies, we will
continue to make annuity payments, so long as the survivor continues to live. The amount of
the annuity payments we will make to the survivor can be equal to 100%, 66⅔% or 50% of the amount that we would have paid if both were alive. If both
annuitants die after the first payment and before the second payment, then we will make only one
payment. Due to underwriting, administrative or Internal Revenue Code considerations, there
may be limitations on payments to the survivor under Option 3 and/or the duration of the
guarantee period under Option 2.
We may require proof of age or sex of an annuitant before making any annuity payments under the contract that are measured by the annuitant’s life. If the
age or sex of the annuitant has been misstated, the amount payable will be the amount that
the account value would have provided at the correct age or sex. Once annuity payments have begun, any underpayments will be made up in one sum with the next annuity payment. Any overpayments will be
deducted from future annuity payments until the total is repaid.
Where required by state law, the annuitant’s sex will not be taken into consideration. If you were issued a contract before state law mandated unisex annuity rates
(if applicable in your state) and that contract had annuity rates that took the
annuitant’s sex into account, the annuity rates we use for that contract will not be less than the guaranteed rates in the contract when it was issued.
You may not commute any option involving a life contingency, whether fixed or variable, prior to the death of the last surviving annuitant. Under Option
2 described above, upon the death of the last surviving annuitant, the beneficiary may
choose to continue receiving income payments or to receive a single lump sum equal to the
commuted value of the remaining guaranteed payments. The commuted value will be equal to
the present value of remaining payments as of the date of receipt of due proof of death in
good order. For variable annuity options, the calculation of the commuted value will be done using the assumed investment return applicable to the Contract (See “Variable Annuity Payments”). For
fixed annuity options, the calculation of the commuted value will be done using the then
current annuity option rates.
In addition to the annuity options described above, we may offer an additional payment option that would
allow your beneficiary to take distribution of the contract value over a period not
extending beyond his or her life expectancy. Under this option, annual distributions would not be made in the form of an annuity, but would be calculated in a manner similar to the calculation of required
minimum distributions from IRAs. (See “Federal Income Tax Status.”) We intend
to make this payment option available to both tax qualified and non-tax qualified contracts.
In the event that you purchased the contract as the beneficiary of a deceased person’s IRA, you must take distribution of the contract value in
accordance with the minimum required distribution rules set forth in applicable tax law.
(See “Federal Income Tax Status.”) You may choose any death benefit available under the contract, but certain other contract provisions and programs will not be available. Upon your death, the death benefit
would be required to be distributed to your beneficiary at least as rapidly as under the
method of distribution in effect at the time of your death.
Variable Annuity Payments
The
Adjusted Contract Value (the account value, less any applicable premium taxes, account fee, and any prorated rider charge) is determined at the annuity date. The first variable annuity payment will be based upon
the Adjusted Contract Value, the annuity option elected, the annuitant’s age and sex,
and the appropriate variable annuity option table. In some states, the payment does not vary based on the sex of the annuitant. If, as of the annuity calculation date, the then current variable annuity
option rates applicable to this class of contracts provide a first annuity payment greater
than that which is guaranteed under the same annuity option under this contract, the greater
payment will be made.
The dollar amount of variable annuity payments after the first payment is determined as follows:
•The dollar amount of the first variable annuity payment is divided by the value of an
annuity unit for each applicable investment portfolio as of the annuity date. This
establishes the number of annuity units for each payment. The number of annuity units for each applicable investment portfolio remains fixed during the annuity period, provided that transfers among
the subaccounts will be made by converting the number of annuity units being transferred to
the number of annuity units of the subaccount to which the transfer is made, and the number
of annuity units will be adjusted for transfers to a fixed annuity option. Please see
“Transfers During the Income Phase” for details.
•The fixed number of annuity units per payment in each investment portfolio is
multiplied by the annuity unit value for that investment portfolio for the last Valuation
Period of the month preceding the month for which the payment is due. This result is the dollar amount of the payment for each applicable investment
portfolio, less any account fee. The account fee will be deducted pro rata out of each annuity payment.
•The total dollar amount of each variable annuity payment is the sum of all investment
portfolio variable annuity payments.
Annuity Unit. The initial
annuity unit value for each investment portfolio of the Separate Account was set by us. The
subsequent annuity unit value for each investment portfolio is determined by multiplying the annuity unit value for the immediately preceding business day by the net investment factor (see the Statement of
Additional Information for a definition) for the investment portfolio for the current
business day and multiplying the result by a factor for each day since the last business day which represents the daily equivalent of the AIR.
Fixed Annuity Payments
The
Adjusted Contract Value (defined above under “Variable Annuity Payments”) is determined on the annuity calculation date, which is a business day no more than five (5) business days before the annuity date.
This value will be used to determine a fixed annuity payment. The annuity payment will be
based upon the annuity option elected and the appropriate annuity option table. In some states, the payment does not vary based on the sex of the annuitant. If, as of the annuity calculation date, the
then current annuity option rates applicable to this class of contracts provide an annuity
payment greater than that which is guaranteed under the same annuity option under this
contract, the greater payment will be made. You may not make a transfer from the fixed
annuity option to the variable annuity option.
PURCHASE
Purchase Payments
A
purchase payment is the money you give us to invest in the contract. The maximum total purchase payments for the contract is $1,000,000, without prior approval
from us. You can make additional purchase payments of $500 or more during the accumulation
phase. BLIC reserves the right to reject any purchase payment (except in New
Jersey).
We reserve the right to refuse purchase payments made via a personal check in excess of $100,000.
Purchase payments over $100,000 may be accepted in other forms, including but not limited
to, EFT/wire transfers, certified checks, corporate checks, and checks written on financial
institutions. The form in which we receive
a purchase payment may determine how soon subsequent disbursement requests may be
fulfilled. (See “Access To Your Money.”)
If you send your purchase payments or transaction requests to an address other than the one we have designated for receipt of such purchase payments or requests,
we may return the purchase payment to you, or there may be a delay in applying the purchase
payment or transaction to your contract. We will not accept purchase payments made with
cash, money orders, or travelers checks.
Allocation Of Purchase Payments
If you make additional purchase payments, we will allocate them in the same way as your first purchase payment unless you tell us otherwise. There is a $500
minimum allocation requirement for the fixed account and for each investment
portfolio.
If you make additional purchase payments, we will credit these amounts to your contract within one
business day. Our business day closes when the New York Stock Exchange closes, usually 4:00
P.M. Eastern Time.
See Appendix A to this prospectus for more information about available investment portfolios. We reserve
the right to make certain changes to the investment portfolios. (See “Investment
Options — Substitution.”)
Accumulation Units
The
value of the variable annuity portion of your contract will go up or down depending upon the investment performance of the investment portfolio(s) you choose. In order to keep track of the value of your
contract, we use a unit of measure we call an accumulation unit. (An accumulation unit works like a share of a mutual fund.) In addition to the investment performance of the investment portfolio, the deduction of Separate Account
charges also affects an investment portfolio’s accumulation unit value, as explained
below. During the income phase of the contract we call the unit an
annuity unit.
Every business
day we determine the value of an accumulation unit for each of the investment portfolios by
multiplying the accumulation unit value for the immediately preceding business day by a
factor for the current business day. The factor is determined by:
1) dividing the net asset value of an investment portfolio at the end of the current business day, plus any dividend or capital gains per share declared on behalf
of the investment portfolio as of that day, by the net asset value of an investment
portfolio for the previous business day, and
2) multiplying it by one minus the daily amount of the insurance charges and any charges for each day since the last business day for taxes.
The value of an
accumulation unit may go up or down from day to day.
When you make a purchase payment, we credit your contract with accumulation units. The number of accumulation units credited is determined by dividing
the amount of the purchase payment allocated to an investment portfolio by the value of the
accumulation unit for that investment portfolio.
We calculate the value of an accumulation unit for each investment portfolio after the New York Stock Exchange closes each day (generally 4:00 P.M. Eastern
Time) and then credit your contract.
Example:
On Monday we receive an additional purchase payment of $5,000 from you before 4:00 P.M. Eastern Time. You have told us you want this to go to the T. Rowe
Price Large Cap Value Portfolio. When the New York Stock Exchange closes on that Monday, we
determine that the value of an accumulation unit for the T. Rowe Price Large Cap Value
Portfolio is $13.90. We then divide $5,000 by $13.90 and credit your contract on Monday
night with 359.71 accumulation units for the T. Rowe Price Large Cap Value
Portfolio.
Account Value / Contract Value
Account value or
contract value is equal to the sum of your interests in the investment portfolios and the fixed account. Your interest in each investment portfolio
is determined by multiplying the number of accumulation units for that portfolio by the
value of the accumulation unit.
INVESTMENT OPTIONS
The
contract currently offers a number of investment
portfolios, all of which may not be available under your contract. (See Appendix B for a list of the investment portfolios available under your contract.)
Additional or fewer investment portfolios may be available in the future.
Information regarding each investment portfolio, including its name, its type
(e.g. money market fund, bond fund, balanced fund, etc.) or a brief
statement concerning its investment objective, its investment adviser and any subadviser, current expenses and performance is available in
Appendix A to this prospectus. Each investment portfolio has issued a
prospectus that contains more detailed information about the investment
portfolio.
You should read the prospectuses for these funds carefully before investing. The prospectuses and other information can be found online at
https://dfinview.com/BHF/TAHD/BHF236 for Cova Variable Annuity, https://dfinview.com/BHF/TAHD/BHF148 for Firstar Summit Variable Annuity, https://dfinview.com/BHF/TAHD/BHF149 for Premier Advisor Variable Annuity, https://dfinview.com/BHF/TAHD/BHF147 for Destiny Select Variable Annuity and https://dfinview.com/BHF/TAHD/BHF150 for Prevail Variable Annuity. You can also request copies of this information at no cost by calling (800) 343-8496 or sending an email request to
rcg@brighthousefinancial.com.
The investment objectives and policies of certain of the investment portfolios may be similar to the investment objectives and policies of other mutual funds
that certain of the investment portfolios' investment advisers manage. Although the
objectives and policies may be similar, the investment results of the investment portfolios may be higher or lower than the results of such other mutual funds. The investment advisers cannot guarantee,
and make no representation, that the investment results of similar funds will be comparable
even though the funds may have the same investment advisers. Also, in selecting your
investment portfolios, you should be aware that certain investment portfolios may have
similar investment objectives but differ with respect to fees and charges.
Shares of the investment portfolios may be offered to insurance company separate accounts of both variable annuity and variable life insurance contracts and
to qualified plans. Due to differences in tax treatment and other considerations, the
interests of various owners participating in, and the interests of qualified plans
investing in the investment portfolios may conflict. The investment portfolios will monitor
events in order to identify the existence of any material irreconcilable conflicts and
determine what action, if any, should be taken in response to any such conflict.
Certain Payments We Receive with Regard to the Investment Portfolios. An investment adviser (other than our affiliate Brighthouse Investment Advisers, LLC) or subadviser of an Investment Portfolio, or its affiliates, may make payments to us and/or certain of our
affiliates. These payments may be used for a variety of purposes, including payment of
expenses for certain administrative, marketing, and support services with respect to the contracts and, in our role as an intermediary, with respect to the Investment Portfolios. We and our affiliates may profit
from these payments. These payments may be derived, in whole or in part, from the advisory
fee deducted from Investment Portfolio assets. Contract Owners, through their indirect
investment in the Investment Portfolios, bear the costs of these advisory fees (see the
prospectuses for the Investment Portfolios for more information). The amount of the
payments we receive is based on a percentage of assets of the Investment Portfolios
attributable to the contracts and certain other variable insurance products that we and our
affiliates issue. These percentages differ and some advisers or subadvisers (or their
affiliates) may pay us more than others. These percentages currently range up to 0.50%.
Additionally,
an investment adviser (other than our affiliate Brighthouse Investment Advisers, LLC) or subadviser of an Investment Portfolio or its affiliates may provide us with wholesaling services that assist in the
distribution of the contracts and may pay us and/or certain of our affiliates amounts to
participate in sales meetings. These amounts may be significant and may provide the adviser or subadviser (or its affiliate) with increased access to persons involved in the distribution of the
contracts.
We and/or certain of our affiliated insurance companies have joint ownership interests in our affiliated
investment adviser, Brighthouse Investment Advisers, LLC, which is formed as a
“limited liability company.” Our ownership interests in Brighthouse Investment Advisers, LLC entitle us to profit distributions if the adviser makes a profit with respect to the advisory fees it receives from
the Investment Portfolios. We will benefit accordingly from assets allocated to the
Investment Portfolios to the extent they result in profits to the adviser.
Certain Investment Portfolios have adopted a Distribution Plan under Rule 12b-1 of the Investment Company Act of 1940. An Investment Portfolio's 12b-1 Plan, if
any, is described in more detail in the Investment Portfolio's prospectus. Any payments we
receive pursuant to those 12b-1 Plans are paid to us or our distributor. (See “Other
Information — Distributor” for more information.)
Payments under an Investment Portfolio's 12b-1 Plan decrease the Investment Portfolio's investment return.
We select the Investment Portfolios offered through this contract based on a number of criteria, including asset class coverage, the strength of the adviser's or
subadviser's reputation and tenure, brand recognition, performance, and the capability and
qualification of each investment firm. Another factor we consider during the selection
process is whether the Investment Portfolio's adviser or subadviser is one of our
affiliates or whether the Investment Portfolio, its adviser, its subadviser(s), or an
affiliate will make payments to us or our affiliates. In this regard, the profit
distributions we receive from our affiliated investment adviser are a component of the total
revenue that we consider in configuring the features and investment choices available in
the variable insurance products that we and our affiliated insurance companies issue. Since
we and our affiliated insurance companies may benefit more from the allocation of assets to portfolios advised by our affiliates than to those that are not, we may be more inclined to offer portfolios
advised by our affiliates in the variable insurance products we issue. We review the
Investment Portfolios periodically and may remove an Investment Portfolio or limit its
availability to new Purchase Payments and/or transfers of Account Value if we determine
that the Investment Portfolio no longer meets one or more of the selection criteria, and/or if the Investment Portfolio has not attracted significant allocations from contract Owners. In some cases, we
have included Investment Portfolios based on recommendations made by selling firms. These
selling firms may receive payments from the Investment Portfolios they recommend and may
benefit accordingly from the allocation of Account Value to such Investment Portfolios.
We do
not provide any investment advice and do not recommend or endorse any particular Investment Portfolio. You bear the risk of any decline in the Account Value of your
contract resulting from the performance of the Investment Portfolios you have
chosen.
Transfers
You can
transfer a portion of your account value among the fixed account and the investment portfolios.
BLIC has
reserved the right during the year to terminate or modify the transfer provisions described below, subject to applicable Federal and state laws and regulations. (See “Investment Options – Restrictions on Transfers.”) We
also may be required to suspend the right to transfers in certain circumstances (see “Access to
Your Money – Suspension of Payments or Transfers”).
Transfers by Telephone or Other Means. You and/or your financial representative on your behalf, can make transfers by telephone, Internet or other means acceptable to BLIC. Telephone transfers will be
automatically permitted unless you tell us otherwise. If you own the contract with a joint
owner, unless BLIC is instructed otherwise, BLIC will accept instructions from either you or
the other owner. (See “Other Information – Requests and Elections.”) BLIC will use reasonable procedures to confirm that instructions given us by telephone are genuine. BLIC may tape record telephone
instructions. We will consider telephone and Internet transfer requests received after 4:00
P.M. Eastern Time, or on a day when the New York Stock Exchange (NYSE) is not open, to be
received on the next day that the NYSE is open.
Transfers During The Accumulation Phase. You can make 12 transfers every year during the accumulation phase without charge. We measure a year from the anniversary of the day we issued your contract. You can
make a transfer to or from the fixed account and to or from any investment portfolio. If
you make more than 12 transfers in a year, there is a transfer fee deducted. The following
apply to any transfer during the accumulation phase:
1. The minimum amount which you can transfer is $500 or your entire value in the investment portfolio or fixed account.
2. Your request for transfer must clearly state which investment portfolio(s) or the fixed account are
involved in the transfer.
3. Your request for transfer must clearly state how much the transfer is for.
4. You cannot make any transfers within 7 calendar days of the annuity date.
Transfers During The Income Phase. You can only make transfers between the investment portfolios once each year. We measure a year from the anniversary of the day we issued your contract. You cannot transfer
from the fixed account to an investment portfolio, but you can transfer from one or more
investment portfolios to the fixed account at any time.
Restrictions on
Transfers
Restrictions on Frequent Transfers. Frequent requests from owners to transfer account value may dilute the value of an investment portfolio’s
shares if the frequent trading involves an attempt to take advantage of pricing
inefficiencies created by a lag between a change in the value of the securities held by the
investment portfolio and the reflection of that change in the investment portfolio’s share price (“arbitrage trading”). Frequent transfers involving arbitrage trading may adversely
affect the long-term performance of the investment portfolios, which may in turn adversely
affect owners and other persons who may have an interest in the contracts (e.g., annuitants and beneficiaries).
We have policies and procedures that attempt to detect and deter frequent transfers in situations where we determine there is a potential for arbitrage trading.
Currently, we believe that such situations may be presented in the international, small-cap
and high-yield investment portfolios. We monitor transfer activity in the following
investment portfolios (the “Monitored Portfolios”):
Baillie Gifford International Stock Portfolio
Brighthouse/abrdn Emerging Markets Equity Portfolio
CBRE Global
Real Estate Portfolio
Invesco Global Equity Portfolio
MFS® Research International Portfolio
Neuberger Berman Genesis Portfolio
T. Rowe Price
Small Cap Growth Portfolio
Western Asset Management Strategic
Bond Opportunities Portfolio
We employ various means to monitor transfer activity, such as examining the frequency and size of
transfers into and out of the Monitored Portfolios within given periods of time. For
example, we currently monitor transfer activity to determine if, for each category of international, small-cap, and high-yield investment portfolios, in a 12-month period there were (1) six or more transfers
involving the given category; (2) cumulative gross transfers involving the given category
that exceed the current account value; and (3) two or more “round-trips” involving any investment portfolio in the given category. A round-trip generally is defined as a transfer in followed by a transfer out
within seven calendar days or a transfer out followed by a transfer in within seven
calendar days, in either case subject to certain criteria. We do not believe that
other investment portfolios present a significant opportunity to engage in
arbitrage trading and therefore do not monitor transfer activity in those investment
portfolios. We may change the Monitored Portfolios at any time without notice in our sole discretion.
Our policies and procedures may result in transfer restrictions being applied to deter frequent transfers. Currently, when we detect transfer activity in
the Monitored Portfolios that exceeds our current transfer limits, we will impose transfer
restrictions on the entire contract and will require future transfer requests to or from any investment portfolio under that contract to be submitted in writing with an original signature. A first occurrence will result in a warning letter; a
second occurrence will result in the imposition of this restriction for a six-month period;
a third occurrence will result in the permanent imposition of the restriction.
Transfers made
under a Dollar Cost Averaging Program, a rebalancing program or, if applicable, any asset allocation program described in this prospectus are not treated as transfers when we monitor the frequency of
transfers.
The detection and deterrence of harmful transfer activity involves judgments that are inherently
subjective, such as the decision to monitor only those investment portfolios that we
believe are susceptible to arbitrage trading or the determination of the transfer limits. Our ability to detect and/or restrict such transfer activity may be limited by operational and technological systems, as well
as our ability to predict strategies employed by owners to avoid such detection. Our
ability to restrict such transfer activity may also be limited by provisions of the contract.
Accordingly, there is no assurance that we will prevent all transfer activity that may
adversely affect owners and other persons with interests in the contracts. We do not
accommodate frequent transfers in any investment portfolios and there are no arrangements
in place to permit any owner to engage in frequent transfers; we apply our policies and
procedures without exception, waiver or special arrangement.
The investment portfolios may have adopted their own policies and procedures with respect to frequent transfers in their respective shares and we reserve the
right to enforce these policies and procedures. For example, investment portfolios may
assess a redemption fee (which we reserve the right to collect) on shares held for a relatively short period. The prospectuses for the investment portfolios describe any such policies and procedures, which
may be more or less restrictive than the policies and procedures we have adopted. Although
we may not have the contractual authority or the operational capacity to apply the frequent
transfer policies and procedures of the
investment portfolios, we have entered into a written agreement, as required by SEC
regulation, with each investment portfolio or its principal underwriter that obligates us to provide to the investment portfolio promptly upon request certain information about the trading activity of
individual owners, and to execute instructions from the investment portfolio to restrict or
prohibit further purchases or transfers by specific owners who violate the frequent
transfer policies established by the investment portfolio.
In addition, owners and other persons with interests in the Contracts should be aware that the purchase and redemption orders received by the investment portfolios
generally are “omnibus” orders from intermediaries, such as retirement plans or
separate accounts funding variable insurance contracts. The omnibus orders reflect the
aggregation and netting of multiple orders from individual owners of variable insurance
contracts and/or individual retirement plan participants. The omnibus nature of these
orders may limit the investment portfolios in their ability to apply their frequent
transfer policies and procedures. In addition, the other insurance companies and/or retirement plans may have different policies and procedures or may not have any such policies and procedures
because of contractual limitations. For these reasons, we cannot guarantee that the
investment portfolios (and thus owners) will not be harmed by transfer activity relating to other insurance companies and/or retirement plans that may invest in the investment portfolios. If an
investment portfolio believes that an omnibus order reflects one or more transfer requests
from owners engaged in frequent trading, the investment portfolio may reject the entire
omnibus order.
In accordance with applicable law, we reserve the right to modify or terminate the transfer privilege at any time. We also reserve the right to defer or restrict
the transfer privilege at any time that we are unable to purchase or redeem shares of any
of the investment portfolios, including any refusal or restriction on purchases or
redemptions of their shares as a result of their own policies and procedures on frequent
transfers (even if an entire omnibus order is rejected due to the frequent transfers of a
single owner). You should read the investment portfolio prospectuses for more
details.
Restrictions on Large Transfers. Large transfers may increase brokerage and administrative costs of the underlying investment portfolios and may disrupt
portfolio management strategy, requiring an investment portfolio to
maintain a high cash position and possibly resulting in lost investment opportunities and forced
liquidations. We do not monitor for large transfers to or from investment portfolios except
where the portfolio manager of a particular underlying investment portfolio has brought
large transfer activity to our attention for investigation on a case-by-case basis. For
example, some portfolio managers have asked us to monitor for “block transfers” where transfer requests have been submitted on behalf of multiple owners by a third party such as an
investment adviser. When we detect such large trades, we may impose restrictions similar to
those described above where future transfer requests from that third party must be submitted in writing with an original signature. A first occurrence will result in a warning letter; a second
occurrence will result in the imposition of this restriction for a six-month period; a
third occurrence will result in the permanent imposition of the restriction.
Dollar
Cost Averaging Program
The Dollar Cost Averaging Program allows you to systematically transfer a set amount each month from the
BlackRock Ultra-Short Term Bond Portfolio or the fixed account to any of the other
investment portfolio(s) you select. By allocating amounts on a regular schedule as opposed
to allocating the total amount at one particular time, you may be less susceptible to the impact of market fluctuations. The Dollar Cost Averaging Program is available only during the accumulation phase.
For example,
you can instruct us to transfer $1,000 on the first of each month from the BlackRock Ultra-Short Term Bond Portfolio to another investment portfolio that you have selected, such as the MetLife Aggregate
Bond Index Portfolio. Hypothetically, the $1,000 allocation may have bought 50 accumulation
units of the MetLife Aggregate Bond Index Portfolio in January, 65 accumulation units in
February, and 45 accumulation units in March. In these three months, you allocated $3,000
to the MetLife Aggregate Bond Index Portfolio which has resulted in 160 accumulation units.
The value of each accumulation unit is an average of the three values used at the time of
allocation. If you had allocated the entire $3,000 at one time, the total value might be
higher or lower.
The minimum amount which can be transferred each month is $500. You must have at least $6,000 in the
BlackRock Ultra-Short Term Bond Portfolio or the fixed account (or the amount required to
complete your program, if less) in order to participate in the Dollar Cost
Averaging Program. Currently, BLIC does not charge for participating in the Dollar Cost Averaging Program. BLIC will waive the minimum transfer amount and the
minimum amount required to establish dollar cost averaging if you establish dollar cost
averaging for 6 or 12 months at the time you bought the contract.
If you make an additional purchase payment while the Dollar Cost Averaging Program is in effect, we will not allocate the additional payment to the Program
unless you tell us to do so. Instead, unless you previously provided different allocation
instructions for future purchase payments or provide new allocation instructions with the
payment, we will allocate the additional purchase payment directly to the same destination
investment portfolios under the Dollar Cost Averaging Program. Any purchase payments
received after the Program has ended will be allocated as described in
“Purchase — Allocation of Purchase Payments.” BLIC reserves the right to modify, terminate or suspend the Dollar Cost
Averaging Program.
If you participate in the Dollar Cost Averaging Program, the transfers made under the program are not
taken into account in determining any transfer fee. You may not participate in the Dollar
Cost Averaging Program and Automatic Rebalancing Program at the same time. BLIC may, from
time to time, offer other dollar cost averaging programs which may have terms different from those described above.
Automatic Rebalancing Program
Once
your money has been allocated to the investment portfolios, the performance of each portfolio may cause your allocation to shift. You can direct us to automatically rebalance your contract to return to your
original percentage allocations by selecting our Automatic Rebalancing Program. You can
tell us whether to rebalance quarterly, semi-annually or annually. An automatic rebalancing
program is intended to transfer contract value from those portfolios that have increased in value to those that have declined or not increased as much in value. Over time, this method of investing may help you
“buy low and sell high,” although there can be no assurance that this objective
will be achieved. Automatic rebalancing does not guarantee profits nor does it assure that you will not have losses. We will measure these periods from the anniversary of the date we issued your contract. The
transfer date will be the 1st business day after the end of the period you selected.
The Automatic Rebalancing Program is available only during the accumulation phase. Currently, BLIC does
not charge for participating in the Automatic Rebalancing Program. If you participate in
the Automatic Rebalancing Program, the transfers made under the program are not taken into
account in determining any transfer fee.
For example, assume that you want your initial purchase payment split between 2 investment portfolios.
You want 40% to be in the Western Asset Management Strategic Bond Opportunities Portfolio
and 60% to be in the T. Rowe Price Large Cap Value Portfolio. Hypothetically, over the next
2 1∕2 months the bond market does very well while the stock market performs poorly. At the end of the first quarter, the Western Asset Management
Strategic Bond Opportunities Portfolio now represents 50% of your holdings because of its
increase in value. If you have chosen to have your holdings rebalanced quarterly, on the
first day of the next quarter, BLIC will sell some of your units in the Western Asset Management Strategic Bond Opportunities Portfolio to bring its value back to 40% and use the money to buy more
units in the T. Rowe Price Large Cap Value Portfolio to increase those holdings to
60%.
Voting Rights
BLIC is the legal owner of the investment portfolio shares. However, BLIC believes that when an investment portfolio solicits proxies in conjunction with a vote of
shareholders, it is required to obtain from you and other affected owners instructions as
to how to vote those shares. When we receive those instructions, we will vote all of the shares we own in proportion to those instructions. This will also include any shares that we own on our own
behalf. The effect of this proportional voting is that a small number of contract owners
may control the outcome of a vote. Should BLIC determine that it is no longer required to comply with the above, it will vote the shares in its own right.
Substitution
If
investment in the investment portfolios or a particular investment portfolio is no longer possible, in our judgment becomes inappropriate for purposes of the contract or for any other reason in our sole discretion, we
may substitute another investment portfolio or investment portfolios without your consent.
The substituted investment portfolio may have different fees and expenses. Substitution may be made with respect to existing investments or the investment of the future purchase payments, or both.
However, we will not make such substitution without any necessary approval
of the Securities and Exchange Commission. Furthermore, we may close investment portfolios to allocation of purchase payments or account value, or both, at any
time in our sole discretion.
EXPENSES
There are charges and other expenses associated with the contracts that reduce the return on your investment in the contract.These charges and expenses are:
Insurance Charges (Base Contract Expenses)
Each day, BLIC makes a deduction for its insurance charges. BLIC does this as part of its calculation of the value of the accumulation units and the annuity units (i.e., during the accumulation phase and the
income phase). The insurance charge has two parts:
•the
mortality and expense risk premium, and
•the administrative expense charge.
Mortality And Expense Risk Premium. This charge is equivalent, on an annual basis, to 1.25% of the average daily net asset value of each investment portfolio. This charge generally compensates us for providing
the insurance benefits under the contract (e.g., guarantee of annuity rates, the death
benefits), for certain expenses of the contract, and for assuming the risk (expense risk) that the current charges will be insufficient in the future to cover the cost of administering the contract.
If the charges under the contract are not sufficient, then BLIC will bear the loss. BLIC
does, however, expect to profit from this charge. The mortality and expense risk premium cannot be increased. BLIC may use any profits it makes from this charge to pay for the costs of distributing the
contract.
For Premier Advisor Variable Annuity, Destiny Select Variable Annuity and Prevail Variable Annuity, we
are waiving an amount of the mortality and expense risk premium equal to the investment
portfolio expenses that are in excess of (1) 0.67% for account value allocated to the T.
Rowe Price Large Cap Growth Portfolio (Class A) and (2) 0.59% for account value allocated to the T. Rowe Price Large Cap Value Portfolio (Class A). For Cova Variable Annuity, we are waiving an amount of the
mortality and expense risk premium equal to the investment portfolio expenses that are in
excess of 0.83% for account value allocated to the T. Rowe Price Large Cap Value Portfolio
(Class A) and in excess of 0.87% for account value allocated to the Invesco Global Equity
Portfolio (Class B).
Administrative Expense Charge. This charge is equal, on an annual basis, to 0.15% of the average daily net asset value of the each investment
portfolio. This charge, together with the contract maintenance charge (see below),
generally compensates us for the expenses associated with the administration of the contract. Some of these expenses are: preparation of the contract, confirmations, annual reports and statements,
maintenance of contract records, personnel costs, legal and accounting fees, filing fees,
and computer and systems costs. Because this charge is taken out of every unit value, you may pay more in administrative costs than those that are associated solely with your contract. BLIC does not
intend to profit from this charge. However, if this charge and the contract maintenance
charge are not enough to cover the costs of the contracts in the future, BLIC will bear the loss.
Contract
Maintenance Charge
During the accumulation phase, every year on the anniversary of the date when your contract was issued,
BLIC deducts $30 from your contract as a contract maintenance charge. (In South Carolina,
the charge is the lesser of $30 or 2% of the value of the contract.) This charge generally
compensates us for administrative expenses (see above). This charge cannot be increased.
BLIC will not
deduct this charge during the accumulation phase if when the deduction is to be made, the value of your contract is $50,000 or more. BLIC may some time in the future discontinue this practice and deduct
the charge.
If you make a complete withdrawal from your contract, the contract maintenance charge will also be
deducted.
A pro rata portion of the charge will be deducted on the annuity date, or upon a full withdrawal, if the
date is other than an anniversary. After the annuity date, the charge will be collected
monthly out of the annuity payment.
Withdrawal Charge
We impose a withdrawal charge to reimburse us generally for contract sales expenses, including commissions and other distribution, promotion, and acquisition
expenses. During the accumulation phase, you can make withdrawals from your contract. BLIC
keeps track of each purchase payment. Once a year after the first year (and once a year
during the first year for purposes of payment of charitable remainder trust administration
fees), you can withdraw up to 10% of your total purchase payments and no withdrawal charge
will be assessed on the 10%, if on the day you make your withdrawal (in New Jersey, on the day
BLIC processes the withdrawal) the value
of your contract is $5,000 or more. Withdrawals for purposes of payment of charitable
remainder trust administration fees are included in the 10% free withdrawal amount. Otherwise, the charge is 5% of each purchase payment you take out unless the purchase payment was made more than 5
years ago. After BLIC has had a purchase payment for 5 years, there is no charge when you
withdraw that purchase payment. BLIC does not assess a withdrawal charge on earnings
withdrawn from the contract. Earnings are defined as the value in your contract minus the remaining purchase payments in your contract. The withdrawal order for calculating the withdrawal charge is shown
below.
•10% of purchase payments free.
•Remaining purchase payments that are over 5 years old and not subject to a withdrawal charge.
•Earnings
in the contract free.
•Remaining purchase payments that are less than 5 years old and are subject to a withdrawal charge.
For purposes of calculating the withdrawal charge, slightly different rules may apply to Section 1035 exchanges.
When the withdrawal is for only part of the value of your contract, you may choose to have the withdrawal charge deducted from the remaining contract value, if sufficient, or from the amount withdrawn. If you choose to have the charge deducted from the amount withdrawn, you
would receive less than the dollar amount you requested. If you choose to have the
withdrawal charge deducted from the remaining contract value, you would receive the full dollar amount you requested, however, this may result in a higher withdrawal charge because the charge would be based on a larger total dollar amount withdrawn from your
contract value.
The
withdrawal charge may be assessed if prior purchase payments are withdrawn pursuant to a divorce or separation instrument, if permissible under tax law. The withdrawal could have a significant negative
impact on the death benefit and on any optional rider benefit.
BLIC does not assess the withdrawal charge on any payments paid out as annuity payments or as death benefits. In addition, we do not assess the withdrawal
charge on withdrawals of required minimum distributions or excess contributions from
Qualified Contracts. This exception only applies to amounts required to be distributed from
the contract.
For participants of 403(b) arrangements, 401(a), 401(k) and 457 plans, if you make a transfer to another
funding vehicle or annuity contract issued by us or by one of our affiliates, we may waive
the withdrawal charge if it is permitted in your state.
NOTE: For tax purposes,
earnings are considered to come out first.
Reduction or Elimination of the Withdrawal Charge
General. BLIC may reduce or
eliminate the amount of the withdrawal charge when the contract is sold under circumstances
which reduce its sales expense. Some examples are: if there is a large group of individuals that will be purchasing the contract or a prospective purchaser already had a relationship with BLIC. BLIC
may not deduct a withdrawal charge under a contract issued to an officer, director or
employee of BLIC or any of its affiliates and we may not deduct a withdrawal charge under a
contract issued to an officer, director or employee or family member of an officer,
director or employee of a broker-dealer which is participating in the offering of the contract.
Nursing
Home Waiver. After you have owned the contract for one year, if you, or your joint owner,
becomes confined to a nursing home or hospital for at least 90 consecutive days under a
doctor’s care and you need part or all of the money from your contract, BLIC will not
impose a withdrawal charge. You or your joint owner cannot have been so confined when you
purchased your contract (confinement must begin after the first contract anniversary) if
you want to take advantage of this provision. This is called the Nursing Home Waiver.
Hypothetically,
assume you purchased the contract and shortly after one year of owning the contract, you become confined to a nursing home and then request to take a withdrawal that would have normally been subject
to a 5% withdrawal charge. In that instance, if you satisfy the conditions of the Nursing
Home Waiver, we would not impose that withdrawal charge that would have otherwise applied
to that withdrawal.
Premium Taxes And Other Taxes
Some states and other governmental entities (e.g., municipalities) charge premium taxes or similar taxes. BLIC is responsible for the payment of these
taxes and will make a deduction from the value of the contract for them. Some of these
taxes are due when the contract is issued, others are due when annuity payments begin. It is BLIC’s
current practice to not charge anyone for
these taxes until annuity payments begin. BLIC may, some time in the future, discontinue
this practice and assess the charge when the tax is due. Premium taxes generally range from 0% to 3.5%, depending on the state.
We also reserve the right to deduct from purchase payments, contract values, withdrawals or income payments, any taxes (including, but not limited to,
premium taxes) paid by us to any government entity relating to the contracts. Examples of
these taxes include, but are not limited to, generation skipping transfer tax or a similar
excise tax under federal or state tax law which is imposed on payments we make to certain persons and income tax withholdings on withdrawals and income payments to the extent required by law. We will, at
our sole discretion, determine when taxes relate to the contracts. We may, at our sole
discretion, pay taxes when due and deduct that amount from the contract value at a later date. Payment at an earlier date does not waive any right we may have to deduct amounts at a later
date.
Transfer Fee
You can make 12 free transfers every year. We measure a year from the day we issue your contract. If you make more than 12 transfers a year, we will deduct a
transfer fee of $25 or 2% of the amount that is transferred, whichever is less.
The transfer
fee compensates us generally for the costs of processing transfers.
If the transfer is part of the Dollar Cost Averaging Program or the Automatic Rebalancing Program, it will not count in determining the transfer fee.
Income
Taxes
We reserve the right to deduct from the contract for any income taxes which we incur because of the
contract. In general, we believe under current federal income tax law, we are entitled to
hold reserves with respect to the contract that offset Separate Account income. If this should change, it is possible we could incur income tax with respect to the contract, and in that event we may deduct
such tax from the contract. At the present time, however, we are not incurring any such
income tax or making any such deductions.
Investment Portfolio Expenses
There
are deductions from and expenses paid out of the assets of the investment portfolios that are described in the
investment portfolio prospectuses. These deductions and expenses are not charges under the terms of the
contract but are represented in the share values of the investment options.
An investment
portfolio may assess a redemption fee up to 2% on assets that are redeemed out of an investment portfolio in connection with a withdrawal or transfer. Each investment portfolio determines the amount
of the redemption fee and when the fee is imposed. The redemption fee is retained by or
paid to the investment portfolio and is not retained by us. The redemption fee will be
deducted from your account value. For more information, see the investment portfolio prospectus.
ACCESS TO YOUR MONEY
You (or
in the case of (3) and (4) below, your beneficiary) can have access to the money in your contract:
(1) by making a withdrawal (either a partial or a complete withdrawal);
(2) by electing to receive annuity payments;
(3) when a death benefit is paid to your beneficiary; or
(4) under annuity option 2 described under “Annuity Payments (The Income Phase) – Annuity
Options” which provides for continuing annuity payments or a single lump sum upon
death of the last surviving annuitant during the guaranteed period.
Under most circumstances, withdrawals can only be made during the accumulation phase.
When you make a complete withdrawal you will receive the withdrawal value of the contract. The withdrawal value of the contract is the value of the contract
at the end of the business day when BLIC receives a written request for a withdrawal in
good order prior to the close of trading on the New York Stock Exchange (currently 4:00 P.M. Eastern Time):
•less any applicable withdrawal charge,
•less any premium tax, and
•less any
contract maintenance charge.
Unless you instruct BLIC otherwise, any partial withdrawal will be made pro-rata from all the investment
portfolios and the fixed account. Under most circumstances, the amount of any partial
withdrawal must be for at least $500. BLIC requires that after a withdrawal is made you
keep at least $500 in any selected investment portfolio. If
the remaining withdrawal value would be less than $500 ($1,000 in New Jersey) after you make a partial withdrawal, the partial withdrawal amount will be the
remaining withdrawal value.
We have to receive your withdrawal request at our Annuity Service Center prior to the annuity date or your death; provided, however, that you may submit a written withdrawal request any time prior to the annuity date that indicates that the withdrawal should be processed as of the annuity date. Solely for the purpose of
calculating and processing such a withdrawal request, the request will be deemed to have
been received on, and the withdrawal amount will be priced according to the accumulation unit
value calculated as of, the annuity date. Your request must be received at our Annuity
Service Center on or before the annuity date.
We may withhold payment of surrender or withdrawal proceeds if any portion of those proceeds would be derived from a contract owner’s check that has
not yet cleared (i.e., that could still be dishonored by your banking institution). We may
use telephone, fax, Internet or other means of communications to verify that payment from the contract owner’s check has been or will be collected. We will not delay payment longer than necessary for
us to verify that payment has been or will be collected. Contract owners may avoid the
possibility of delay in the disbursement of proceeds coming from a check that has not yet cleared by providing us with a certified check.
When you make a withdrawal, the amount of the death benefit may be reduced. See “Death Benefits.”
There are limits to the amount you can withdraw from qualified plans, including 403(b) plans. For a more complete explanation see “Federal Income Tax
Status” and the discussion in the Statement of Additional
Information.
Income taxes, tax penalties and certain restrictions may apply to any withdrawal you
make.
Systematic Withdrawal Program
You may
use the Systematic Withdrawal Program. This program provides an automatic monthly payment to you of up to 10% of your total purchase payments each year. For example, you may elect to have $500 withdrawn
from your contract value automatically every month, provided that such withdrawals do not
exceed 10% of your total purchase payments, and we will send it to you either by mail or
directly into a bank account on file.
No withdrawal charge will be made for these payments. BLIC does not have any charge for this program,
but reserves the right to charge in the future. While the Systematic Withdrawal Program is
in effect, you can make additional withdrawals. However, such withdrawals plus the
systematic withdrawals will be considered when determining the applicability of any withdrawal charge. For a discussion of the withdrawal charge and the 10% free withdrawal, see “Expenses.”
Income
taxes, tax penalties and certain restrictions may apply to systematic
withdrawals. (See “Federal Income Tax Status.”)
Suspension Of Payments Or Transfers
BLIC may
be required to suspend or postpone payments for withdrawals or transfers for any period when:
•the New York Stock Exchange is closed (other than customary weekend and holiday closings);
•trading on
the New York Stock Exchange is restricted;
•an emergency exists, as determined by the Securities and Exchange Commission, as a result of which disposal of shares of the investment portfolios is not
reasonably practicable or BLIC cannot reasonably value the shares of the investment
portfolios; or
•during any other period when the Securities and Exchange Commission, by order, so permits for the protection of owners.
BLIC has
reserved the right to defer payment for a withdrawal or transfer from the fixed account for the period permitted by law but not for more than six months.
Federal laws designed to counter terrorism and prevent money laundering might, in certain circumstances, require us to block a contract owner’s ability
to make certain transactions and thereby refuse to accept any requests for transfers,
withdrawals, surrenders, or death benefits until instructions are received from the appropriate regulator. We may also be required to provide additional information about you and your contract to government
regulators.
BENEFITS AVAILABLE UNDER THE CONTRACT
The following table summarizes information about the benefits under the contract.
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Brief Description of
Restrictions / Limitations |
Dollar Cost
Averaging
Program |
Allows you to systematically
transfer a set amount each
month from an investment
portfolio or the fixed
account to other available
investment portfolios |
|
|
|
•Available only during the accumulation phase
•Transfers only available from the fixed account or the BlackRock Ultra-Short Term Bond Portfolio
•Minimum monthly transfer amount is $500
•Must have at least $6,000 in the BlackRock Ultra- Short Term Bond Portfolio or the fixed account (or the amount required to complete your program, if less) in order to participate
•Minimum dollar requirements waived if 6 or 12 month duration established at time of contract purchase
•May not participate in dollar cost averaging and automatic rebalancing at the same time |
Automatic
Rebalancing
Program |
Allows us to automatically
rebalance your contract
value to return to your
original percentage
allocations |
|
|
|
•Available only during the accumulation phase
•May not participate in dollar cost averaging and automatic rebalancing at the same time |
Systematic
Withdrawal
Program |
Allows you to set up an
automatic monthly payments
of up to 10% of your total
purchase payments each year
free of withdrawal charges |
|
|
|
•Systematic withdrawals limited to 10% of total purchase payments each year |
| |
Allows you to withdraw
contract value without a
withdrawal charge |
|
|
|
•Must own contract for at least one year
•You or your joint owner must be confined to a nursing home or hospital for at least 90 days under a doctor’s care
•Not available in all states |
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Brief Description of
Restrictions /
Limitations |
| |
Pays a minimum death
benefit at least equal to the
greater of (i) total purchase
payments less any
withdrawals; (ii) contract
value, or (iii) greatest
contract value on a contract
anniversary prior to age 80,
adjusted for purchase
payments and withdrawals |
|
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•Generally available under contracts issued May 1, 1998 to April 30, 1999
•Available under contracts issued on or after May 1, 1999 if Death Benefit Option E was not approved in your state
•Availability subject to state approval •Withdrawals could
significantly reduce the
benefit |
| |
Pays a minimum death
benefit at least equal to the
greater of (i) total purchase
payments, less any
withdrawals, accumulated at
an annual rate of 4% prior
to age 80; (ii) contract value,
or (iii) greatest contract
value on any five-year
contract anniversary prior to
age 80, adjusted for
purchase payments and
withdrawals |
|
|
|
•Generally available under contracts issued at any time •Availability subject to state
approval
•Withdrawals could significantly reduce the benefit |
| |
Pays a minimum death
benefit at least equal to the
greater of (i) total purchase
payments less any
withdrawals; (ii) contract
value, or (iii) greatest
contract value on a contract
anniversary prior to age 80,
adjusted for purchase
payments and withdrawals |
|
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•Generally available under contracts issued before May 1, 1998
•Not available if owner was 80 or older on May 1, 1998 •Availability subject to state
approval
•Withdrawals could significantly reduce the benefit |
| |
Pays a minimum death
benefit at least equal to the
greater of (i) total purchase
payments, less any
withdrawals, accumulated at
an annual rate of 4% prior
to age 80; (ii) contract value,
or (iii) contract value on the
most recent five year
anniversary before age 80,
adjusted for purchase
payments and withdrawals |
|
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|
•Generally available under contracts issued before May 1, 1998
•Availability subject to state approval •Withdrawals could
significantly reduce the
benefit |
| |
|
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|
Brief Description of
Restrictions /
Limitations |
| |
Pays a minimum death
benefit at least equal to the
greater of (i) total purchase
payments less any
withdrawals; (ii) contract
value, or (iii) greatest
contract value on a contract
anniversary prior to age 80,
adjusted for purchase
payments and withdrawals |
|
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|
•Generally available under
contracts issued on or after
May 1, 1999
•Availability subject to state approval •Withdrawals may reduce
the benefit, and such
reductions could be
significant
|
DEATH BENEFIT
Upon Your Death
If you
die before annuity payments begin, BLIC will pay a death benefit to your beneficiary (or beneficiaries) (see below). If you die during the income phase (after you begin receiving annuity payments), there is no
death benefit; however, depending on the annuity option you elect, any remaining guarantee
may be paid to your beneficiary (or beneficiaries) (see “Annuity Payments (The Income Phase)” for more information).
The death benefit will be determined when BLIC receives both due proof of death and an election for the payment method. Until the beneficiary submits the
necessary documentation in good order, the account value attributable to his/her portion of
the death benefit remains in the investment portfolios and is subject to investment
risk.
If you have a joint owner, the death benefit will be paid when the first of you dies. Joint owners must be spouses. The surviving joint owner will be treated as
the beneficiary. Note that if BLIC is presented in good order with notification of your
death before any requested transaction is completed (including transactions under a dollar cost averaging, portfolio rebalancing or systematic withdrawal program), we will cancel the request.
For contracts
issued on or after May 1, 1999, you can select Death Benefit Option B or E. If you do not choose an option on the forms provided by BLIC, Option E will be your death benefit. If, at the time you buy the
contract, the endorsement for Death Benefit Option E is not approved in your state, you can
select Death Benefit Option A or B. If you do not choose an option on the forms provided by
BLIC, Option A will be your death benefit.
If your contract was issued before May 1, 1998, you were given the opportunity to choose Death Benefit Option B or C on your next contract anniversary after May
1, 1998 (or during a 60 day period after both options were approved in your state). If you
did not make an election during such time period, your death benefit was automatically
enhanced to Death Benefit Option B. If on May 1, 1998, you or your joint owner were 80 or
older, you were unaffected by the changes in the death benefits and Option D continues to
be your death benefit.
From May 1, 1998, to April 30, 1999, at the time you bought the contract, you were given the opportunity
to select Death Benefit Option A or B. If you did not choose
an option on the forms provided by BLIC, Option A is your death benefit.
The death benefits are described below. If you have a joint owner, the death benefit is determined based on the age of the oldest joint owner and the death benefit
is payable on the death of the first joint owner.
Death Benefit Option A:
Prior to
you, or your joint owner, reaching age 80, the death benefit will be the greatest of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the withdrawals);
or
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest adjusted contract value (GACV) (as explained below).
The GACV is
evaluated at each contract anniversary prior to the date of your or your joint owner’s death, and on each day a purchase payment or withdrawal is made. On the contract anniversary, if the current contract
value is greater than the GACV, the GACV will be increased to the current value of your
contract. If a purchase payment is made, the amount of the purchase payment will increase
the GACV. If a withdrawal is made, the GACV will be reduced by the amount withdrawn (and
any associated withdrawal charges) divided by the value of your contract immediately before
the withdrawal multiplied by the GACV immediately prior to the withdrawal. The following
example describes the effect of a withdrawal on the GACV:
Example: Assumed facts for example:
$10,000 current
GACV
$8,000 contract value
$2,100 partial withdrawal
($ 2,000 withdrawal + $100 withdrawal charge)
New GACV = $10,000 - [($2,100/$8,000) X $10,000] which results in the current GACV of $10,000 being reduced by $2,625
The new GACV is
$7,375.
After you, or your joint owner, reaches age 80, the death benefit will be the greatest of:
1. Total purchase payments made, less any withdrawals (and any withdrawal charges paid on the withdrawals); or
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest adjusted contract value (GACV) (as explained below).
The GACV is evaluated at each contract anniversary on or before your, or your joint owner’s, 80th birthday, and on each day a purchase payment or
withdrawal is made. On the contract anniversary on or before your, or your joint
owner’s, 80th birthday, if the current contract value is greater than the GACV, the
GACV will be increased to the current value of your contract. If a purchase payment is
made, the amount of the purchase payment will increase the GACV. If a withdrawal is made,
the example above explains the effect of a withdrawal on the GACV.
Death Benefit Option B:
Prior to
you, or your joint owner, reaching age 80, the death benefit will be the greatest of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the withdrawals)
accumulated at an annual rate of 4% until the date of death; or
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest of the values of your contract resulting from taking the contract value on any five (5)
year contract anniversary prior to your, or your joint owner’s death; plus any
payments you made subsequent to that contract anniversary, less any withdrawals (and any
withdrawal charges paid on the withdrawals) subsequent to that contract anniversary.
After you, or
your joint owner, reaches age 80, the death benefit will be the greatest
of:
1. Total purchase payments made on or before your, or your joint owner’s, 80th birthday, less any withdrawals (and any withdrawal charges paid on the
withdrawals) accumulated at an annual rate of 4% until you, or your joint owner, reach age
80, plus any subsequent purchase payments, less any subsequent withdrawals (and any
withdrawal charges paid on the withdrawals); or
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest of the values of the contract resulting from taking the contract value on any prior five
(5) year contract anniversary on or before your or your joint owner’s 80th birthday, plus any purchase payments made after that contract anniversary, less
any withdrawals (and any withdrawal charges paid on the withdrawals) made after that
contract anniversary.
Death Benefit Option C:
Prior to you, or your joint owner, reaching age 80, the death benefit will be the greatest of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the withdrawals); or
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest adjusted contract value (GACV) as determined below.
The GACV is initially the death benefit determined as of the day BLIC receives notice that you have elected this death benefit option. This figure is based on
your existing death benefit as defined in your contract, Option D (not as defined in the
endorsement for this option). The GACV is then evaluated at each subsequent contract anniversary prior to your or your joint owner’s death and on each subsequent day a purchase payment or
withdrawal is made. On the contract anniversary, if the current contract value is greater
than the GACV, the GACV will be increased to the current value of your contract. If a purchase payment is made, the amount of the purchase payment will increase the GACV. If a withdrawal is made, the GACV will
be reduced by the amount withdrawn (and any associated withdrawal charges) divided by the
value of your contract immediately before the withdrawal multiplied by the GACV immediately
prior to the withdrawal. The example above under Death Benefit Option A explains the effect of a withdrawal on the GACV under this death benefit option.
After you, or
your joint owner, reaches age 80, the death benefit will be the greatest
of:
1. Total purchase payments made, less any withdrawals (and any withdrawal charges paid on the withdrawals);
or
2. The value of your contract at the time the death benefit is to be paid; or
3. The GACV as determined below.
The GACV is initially the death benefit determined as of the day BLIC receives notice that you have elected this
death benefit option. This figure is based on your existing death benefit as defined in your contract,
Option D (not as defined in the endorsement for this option). The GACV is then evaluated at
each subsequent contract anniversary on or before your, or your joint owner’s, 80th birthday, and on each subsequent day a purchase payment or withdrawal is made. On the contract anniversary on or before
your, or your joint owner’s, 80th birthday, if the current contract value is greater
than the GACV, the GACV will be increased to the current value of your contract. If a
purchase payment is made, the amount of the purchase payment will increase the GACV. If a
withdrawal is made, the GACV will be reduced by the amount withdrawn (and any associated
withdrawal charges) divided by the value of your contract immediately before the withdrawal,
multiplied by the GACV immediately prior to the withdrawal. The example above under Death
Benefit Option A explains the effect of a withdrawal on the GACV under this death benefit
option.
Death Benefit Option D:
Prior to you, or your joint owner, reaching age 80, the death benefit will be the greater of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the withdrawals) accumulated at an annual rate of 4% from the date
your contract was issued until the date of death; or
2. The value of your contract at the time the death benefit is to be paid; or
3. The value of your contract on the most recent five year anniversary before the date of death, plus any subsequent purchase payments, less any withdrawals
(and any withdrawal charges paid on the withdrawals).
After you, or your joint owner, reaches age 80, the death benefit will be the greater of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the withdrawals) accumulated at an annual rate of 4% from the date your contract was issued until you, or your joint
owner, reaches age 80, plus any subsequent purchase payments, less any withdrawals (and any
withdrawal charges paid on the withdrawals); or
2. The value of your contract at the time the death benefit is to be paid; or
3. The value of your contract on the most recent five year anniversary on or before you or your joint owner
reaches 80, plus any purchase payments, less any withdrawals (and any withdrawal charges paid on the withdrawals).
Death
Benefit Option E:
Prior to you, or your joint owner, reaching age 80, the death benefit will be the greatest of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the
withdrawals);
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest contract value on any contract anniversary prior to your, or your joint owner’s
death; plus any purchase payments you made subsequent to that contract anniversary, less
any withdrawals (and any withdrawal charges paid on the withdrawals) subsequent to that
contract anniversary.
After you, or your joint owner, reaches age 80, the death benefit will be the greatest of:
1. Total purchase payments, less any withdrawals (and any withdrawal charges paid on the
withdrawals);
2. The value of your contract at the time the death benefit is to be paid; or
3. The greatest contract value on any prior contract anniversary on or before your, or your joint
owner’s 80th birthday; plus any purchase payments you made after that contract
anniversary, less any withdrawals (and any withdrawal charges paid on the withdrawals) you
made after that contract anniversary.
CHECK YOUR CONTRACT AND APPLICABLE ENDORSEMENT FOR YOUR DEATH BENEFIT
The entire death benefit must be paid within 5 years (or in some cases 10 years for Qualified Contracts) of the date of death unless the beneficiary elects to have
the death benefit payable under an annuity option. Generally, the payments under such an
annuity option must be paid over the beneficiary’s lifetime or for a period not extending beyond the beneficiary’s life expectancy. Payment must begin within one year of the date of death.
However, if the Beneficiary under a Qualified Contract is the Annuitant's spouse, the tax
law generally allows distributions to begin by the later of the year following the Annuitant’s death or the year in which the Annuitant would have been required to begin
taking required minimum distributions. We may also offer a payment option under which your beneficiary
may receive payments over a period not extending beyond his or her life expectancy, under a method of
distribution similar to the distribution of required minimum distributions that are taken
as withdrawals from Individual Retirement Accounts. Such payment option may be limited to
certain categories of beneficiaries. If the beneficiary is the spouse of the owner, he/she can continue the contract in his/her own name at the then current value. If a lump sum payment is elected and all the necessary
requirements are met, the payment will be made within 7 days.
Spousal continuation will not satisfy minimum required distribution rules for tax qualified contracts other than IRAs.
There are
comparable rules for distributions on the death of the annuitant under tax qualified plans. As noted, we may offer a payment option under which your beneficiary may receive payments over a period not extending
beyond his or her life expectancy under a method of distribution similar to the
distribution of required minimum distributions from individual accounts. For tax qualified
plans, if this option is elected, we will issue a new contract to your beneficiary in order
to facilitate the distribution of payments. Your beneficiary may be able to choose any
available optional death benefit under the new contract, but certain other contract
provisions and programs will not be available. Upon the death of your beneficiary, the death
benefit would be required to be distributed in accordance with applicable tax law
requirements. In some cases, this will require that the proceeds be distributed more rapidly
than the method of distribution in effect at the time of your beneficiary’s death.
See “Federal Income Tax Status.”
All contract provisions will be interpreted and administered in accordance with the requirements of the
Internal Revenue Code.
Death of Annuitant
If the
annuitant, not an owner or joint owner, dies before annuity payments begin, you can name a new annuitant. If no annuitant is named within 30 days of the death of the annuitant, you will become the annuitant.
However, if the owner is a non-natural person (for example, a corporation), then the death
or change of annuitant will be treated as the death of the owner, and a new annuitant may
not be named.
Upon the death of the annuitant after annuity payments begin, the death benefit, if any, will be as provided for in the annuity option selected.
Controlled Payout
You may
elect to have the death benefit proceeds paid to your beneficiary in the form of annuity payments for life or over a period of time that does not exceed your beneficiary’s life expectancy. This election must
be in writing in a form acceptable to us. You may revoke the election only in writing and
only in a form acceptable to us. Upon your death, the beneficiary cannot revoke or modify
your election.
Abandoned Property Requirements
Every state has unclaimed property laws which generally declare annuity contracts to be abandoned after a period of inactivity of three to five years from the
contract’s maturity date (the latest day on which annuity payments may begin under
the contract), the date the death benefit is due and payable, or such other date as required by state law. Contracts purchased through certain qualified plans, including IRAs and Roth IRAs, may be subject to special or additional abandoned property rules under
state law. For example, if the payment of a death benefit has been triggered, but, if after a thorough search, we are still unable to locate the beneficiary of the death
benefit, or the beneficiary does not come forward to claim the death benefit in a timely
manner, the death benefit will be paid to the abandoned property division or unclaimed property office of the state in which the beneficiary or the contract owner last resided, as shown on our books
and records, or to our state of domicile. (Escheatment is the formal, legal name for this
process.) However, the state is obligated to pay the death benefit (without interest) if your beneficiary steps forward to claim it with the proper documentation. To prevent your Contract’s proceeds from
being paid to the state’s abandoned or unclaimed property office, it is important
that you update your beneficiary designations, including addresses, if and as they change. Please call (800) 343-8496 to make such changes.
FEDERAL INCOME TAX STATUS
Introduction
The
following information on taxes is a general discussion of the subject. It is not intended as tax advice. The Code and the provisions of the Code that govern the contract are complex and subject to change. The
applicability of federal income tax rules may vary with your particular circumstances. This
discussion does not include all the federal income tax rules that may affect you and your
contract. Nor does this discussion address other federal tax
consequences (such as estate and gift taxes, sales to foreign individuals or entities), or state or
local tax consequences, which may affect your investment in the contract. As a result, you
should always consult a tax adviser for complete information and advice applicable to your
individual situation.
We are not responsible for determining if your employer’s plan or arrangement satisfies the requirements of the Code and/or the Employee Retirement Income
Security Act of 1974 (ERISA).
We do not expect to incur federal, state or local income taxes on the earnings or realized capital gains attributable to the Separate Account. However, if we do
incur such taxes in the future, we reserve the right to charge amounts allocated to the
Separate Account for these taxes.
To the extent permitted under federal tax law, we may claim the benefit of the corporate dividends
received deduction and of certain foreign tax credits attributable to taxes paid by certain
of the Investment Portfolios to foreign jurisdictions.
For federal tax purposes, the term “spouse” refers to the person to whom you are lawfully married, regardless of sex. The term “spouse” generally will
not include individuals who are in a registered domestic partnership or civil union not
denominated as marriage under state or other applicable law.
Non-Qualified Contracts
Introduction
This
discussion assumes the contract is a “non-qualified” annuity contract for federal income tax purposes, that is, a Contract not held in a tax qualified plan. Tax qualified plans include arrangements described in Code Sections 401(a), 401(k), 403(a), 403(b) or tax sheltered
annuities (TSA), 408 or “IRAs” (including SEP and SIMPLE IRAs), 408A or
“Roth IRAs” and 457(b) plans. Contracts owned through such plans are referred to below as “Qualified Contracts.”
Accumulation
Generally, an Owner of a Non-Qualified Contract is not taxed on increases in the value of the contract until there is a distribution from the contract, i.e.
surrender, partial withdrawal, income payment, or commutation. This deferral of taxation on
accumulated value in the contract is limited to contracts owned by or held for the benefit of
“natural persons.” A contract will be treated as held by a
natural person if the nominal Owner is a trust or other entity which holds the contract as an agent for the exclusive benefit of a natural person.
In contrast, a
contract owned by other than a “natural person,” such as a corporation, partnership, trust, or other entity (other than a trust holding the Contract as an agent for a natural person), will be taxed
currently on the increase in accumulated value in the contract in the year earned. Note
that in this regard, an employer which is the Owner of an annuity contract under a non-qualified deferred compensation arrangement for its employees, or others, is considered a non-natural Owner and
any annual increase in the Account Value will be subject to current income taxation.
Surrenders or Withdrawals – Early Distribution
If you
take a withdrawal from your contract, or surrender your contract prior to the date you commence taking annuity or “income” payments (the “Annuity Starting Date”), the amount you
receive will generally be treated first as coming from earnings, if any, (and thus subject to
income tax) and then from your Purchase Payments (which are not subject to income tax). If
the accumulated value is less than your Purchase Payments upon surrender of your contract,
your ability to claim any unrecovered Purchase Payments on your federal income tax return as a miscellaneous itemized deduction is suspended under the 2017 Tax Cuts and Jobs Act effective for tax
years beginning after December 31, 2017 and before January 1, 2026.
The portion of
any withdrawal from an annuity contract that is subject to income tax will also be subject to a 10% federal income tax penalty for “early” distribution if such withdrawal is taken prior to
you reaching age 59 1∕2, unless an exception applies. Exceptions include distributions made:
(a) on account of your death or disability,
(b) as part of a series of substantially equal periodic payments made at least annually payable for your
life (or life expectancy) or joint lives (or joint life expectancies) of you and your
designated Beneficiary, or
(c) under certain immediate income annuities.
If you receive systematic payments that you intend to qualify for the “substantially equal periodic payments” exception noted above, any
modifications (except due to death or disability) to your payment before age 59 1∕2 or
within five years after beginning these payments, whichever is later, will result in the retroactive
imposition of the 10% federal income tax penalty with interest. Such modifications may
include but are not limited to additional Purchase Payments to the contract (including tax-free transfers or rollovers) and additional withdrawals from the contract.
Amounts
received as a partial withdrawal may be fully includible in taxable income to the extent of gain in the contract.
If your contract has been purchased with an Optional Two Year Withdrawal Feature or is for a guaranteed period only (term certain) annuity, and is terminated as
a result of the exercise of the withdrawal feature, the taxable portion of the payment will
generally be the excess of the proceeds received over your remaining after-tax Purchase Payment.
Treatment of Separate Account Charges
It is
possible that at some future date the Internal Revenue Service (IRS) may consider that contract charges attributable to certain guaranteed death benefits are to be treated as distributions from the contract
to pay for such non-annuity benefits. Currently, these charges are considered to be an
intrinsic part of the contract and we do not report these as taxable income. However, if this
treatment changes in the future, the charge could also be subject to a 10% federal income
tax penalty as an early distribution, as described above.
Aggregation
If you
purchase two or more deferred annuity contracts after October 21, 1988, from us (or our predecessors or affiliates) during the same calendar year, the law requires that all such contracts must be treated as a
single contract for purposes of determining whether any payments not received as an annuity
(e.g., withdrawals) will be includible in income. Aggregation could affect the amount of a
withdrawal that is taxable and subject to the 10% federal income tax penalty described
above. Since the IRS may require aggregation in other circumstances as well, you should
consult a tax adviser if you are purchasing more than one annuity contract from the same insurance company in a single calendar year. Aggregation does not affect distributions paid in the form of an
annuity (see “Taxation of Payments in Annuity Form” below).
Exchanges/Transfers
The
annuity contract may be exchanged in whole or in part for another annuity contract or a long-term care insurance policy. An exchange in whole of an annuity contract for another annuity contract or for a qualified
long-term care insurance policy will generally be a tax-free transaction under Section 1035
of the Code. The partial exchange of an annuity contract may be a tax-free transaction provided that, among other prescribed IRS conditions, no amounts are distributed from either contract involved in
the exchange for 180 days following the date of the exchange – other than Annuity Payments made for life, joint lives, or for a term of 10 years or more. If a distribution is made from either contract within
the 180-day period after the exchange or the exchange otherwise fails to satisfy other IRS
prescriptions, the IRS reserves the right to characterize the exchange in a manner consistent
with its substance, based on general tax principles and all the facts and circumstances.
For instance, such distribution from either contract may be taxable to the extent of the
combined gain attributable to both contracts, or only to the extent of your gain in the
contract from which the distribution is paid. Some of the ramifications of a partial
exchange remain unclear. You should consult your tax adviser concerning potential tax
consequences prior to any partial exchange or split of annuity contracts.
A transfer of ownership of the contract, or the designation of an Annuitant or other Beneficiary who is not also the contract Owner, may result in income or gift
tax consequences to the contract Owner. You should consult your tax adviser if you are
considering such a transfer or assignment.
Death Benefits
For
Non-Qualified Contracts, the death benefit is taxable to the recipient in the same manner as if paid to the contract Owner (under the rules for withdrawals or income payments, whichever is applicable).
After your
death, any death benefit determined under the contract must be distributed according to certain rules. The method of distribution that is required depends on whether you die before or after the Annuity Starting
Date.
If you die on or after the Annuity Starting Date, the remaining portion of the interest in the contract must be distributed at least as rapidly as under the
method of distribution being used as of the date of death.
If you die before the Annuity Starting Date, the entire interest in the contract must be distributed
within five (5) years after the date of death, or as periodic payments over a period not
extending beyond the life or life expectancy of the designated Beneficiary (provided such
payments begin within one year of your death) and the Beneficiary must be a natural
person.
Additionally, if the annuity is payable to (or for the benefit of) your surviving spouse, that portion
of the contract may be continued with your spouse as the Owner.
For contracts owned by a non-natural person, the required distribution rules apply upon the death of the Annuitant. If there is more than one Annuitant of a
contract held by a non-natural person, then such required distributions will be triggered
by the death of the first co-Annuitant.
Investor Control
In certain circumstances, Owners of Non-Qualified variable annuity contracts have been considered to be the owners of the assets of the underlying
Separate Account for federal income tax purposes due to their ability to exercise
investment control over those assets. When this is the case, the contract Owners have been
currently taxed on income and gains attributable to the variable account assets. There is
little guidance in this area, and some features of the contract, such as the number of Investment Portfolios available and the flexibility of the contract Owner to allocate Purchase Payments and transfer amounts
among the Investment Portfolios have not been addressed in public rulings. While we believe
that the contract does not give the contract Owner investment control over Separate Account
assets, we reserve the right to modify the contract as necessary to prevent a contract
Owner from being treated as the owner of the Separate Account assets supporting the
contract.
Taxation of Payments in Annuity Form
Payments
received from the contract in the form of an annuity are taxable as ordinary income to the extent they exceed the portion of the payment determined by applying the exclusion ratio to the entire payment. The
exclusion ratio is determined at the time the contract is annuitized (i.e., the accumulated
value is converted to an annuity form of distribution). Generally, the applicable exclusion ratio is your investment in the contract divided by the total payments expected to be received based on IRS
factors, such as the form of annuity and mortality. The excludable portion of each Annuity
Payment is the return of
investment in the contract and it is excludable from your taxable income until your investment in the contract is fully recovered. We will make this calculation
for you. However, it is possible that the IRS could conclude that the taxable portion of
income payments under a Non-Qualified Contract is an amount greater
– or less — than the taxable amount determined by us and reported by us to you and the IRS.
Once you have recovered the investment in the contract, further Annuity Payments are fully taxable.
If you die before your investment in the contract is fully recovered, the balance of your investment may be deducted on your last tax return, or if Annuity
Payments continue after your death, the balance may be recovered by your
Beneficiary.
The IRS has not furnished explicit guidance as to how the excludable amount is to be determined each year under variable income annuities that permit transfers
between a fixed annuity option and variable investment options, as well as transfers
between investment options after the Annuity Starting Date.
Once Annuity Payments have commenced, you may not be able to transfer to another Non-Qualified Contract or a long-term care contract as part of a tax-free
exchange.
If the contract allows, you may elect to convert less than the full value of your contract to an annuity
form of pay-out (i.e., “partial annuitization”). In this case, your investment
in the contract will be pro-rated between the annuitized portion of the contract and the deferred portion. An exclusion ratio will apply to the Annuity Payments as described above, provided the annuity form you
elect is payable for at least 10 years or for the life of one or more individuals.
3.8% Tax
on Net Investment Income
Federal tax law imposes a 3.8% Net Investment Income tax on the lesser of:
(1) the taxpayer’s “net investment income,” (from non-qualified annuities, interest,
dividends, and other investments, offset by specified allowable deductions), or
(2) the taxpayer’s modified adjusted gross income in excess of a specified income threshold ($250,000
for married couples filing jointly and qualifying surviving spouses, $125,000 for married couples filing separately, and $200,000 for single filers).
“Net investment income” in Item 1 above does not include distributions from tax qualified
plans (i.e., arrangements described in Code Sections 401(a), 403(a), 403(b), 408, 408A, or
457(b)), but such income will increase modified adjusted gross income in Item 2 above.
You should
consult your tax adviser regarding the applicability of this tax to income under your annuity
contract.
Puerto Rico Tax Considerations
The
Puerto Rico Internal Revenue Code of 2011 (the “2011 PR Code”) taxes distributions from Non-Qualified Contracts differently than in the U.S.
Distributions that are not in the form of an annuity (including partial surrenders and period certain payments) are treated under the 2011 PR Code first as a
return of investment. Therefore, a substantial portion of the amounts distributed generally
will be excluded from gross income for Puerto Rico tax purposes until the cumulative amount
paid exceeds your tax basis.
The amount of income on annuity distributions in annuity form (payable over your lifetime) is also calculated differently under the 2011 PR Code. Since the U.S.
source income generated by a Puerto Rico bona fide resident is subject to U.S. income tax
and the IRS issued guidance in 2004 which indicated that the income from an annuity
contract issued by a U.S. life insurer would be considered U.S. source income, the timing
of recognition of income from an annuity contract could vary between the two jurisdictions.
Although the 2011 PR Code provides a credit against the Puerto Rico income tax for U.S. income taxes paid, an individual may not get full credit because of the timing differences.
You should
consult with a personal tax adviser regarding the tax consequences of purchasing an annuity contract and/or any proposed distribution, particularly a partial distribution or election to annuitize if you
are a resident of Puerto Rico.
Qualified Contracts
Introduction
The
contract may be purchased through certain types of retirement plans that receive favorable treatment under the Code (“tax qualified plans” or “qualified plans”). Tax-qualified plans include arrangements described in Code Sections 401(a), 401(k), 403(a), 403(b) or tax sheltered
annuities (TSA), 408 or “IRAs” (including SEP and
SIMPLE IRAs), 408A or “Roth IRAs” and 457(b) plans. Extensive special tax rules apply to qualified plans and to the annuity contracts used in connection
with these plans. Therefore, the following discussion provides only general information
about the use of the contract with the various types of qualified plans. Adverse tax consequences may result if you do not ensure that contributions, distributions and other transactions with respect to the
contract comply with the law.
The rights to any benefit under the plan will be subject to the terms and conditions of the plan itself as well as the terms and conditions of the contract.
We exercise no
control over whether a particular retirement plan or a particular contribution to the plan satisfies the applicable requirements of the Code, or whether a particular individual is entitled to participate or
benefit under a plan.
All qualified plans and arrangements receive tax deferral under the Code. Since there are no additional tax benefits in funding such retirement arrangements with
an annuity, there should be reasons other than tax deferral for acquiring the annuity
within the plan. Such non-tax benefits may include additional insurance benefits, such as
the availability of a guaranteed income for life.
A contract may also be available in connection with an employer’s non-qualified deferred compensation plan or qualified governmental excess benefit
arrangement to provide benefits to certain employees in the plan. The tax rules regarding
these plans are complex. Please consult your tax adviser about your particular situation.
Accumulation
The tax
rules applicable to qualified plans vary according to the type of plan and the terms and conditions of the plan itself. Both the amount of the contribution that may be made and the tax deduction or exclusion that you
may claim for that contribution under qualified plans are limited under the Code. See the
SAI for a description of qualified plan types and annual current contribution limitations,
which are subject to change from year-to-year.
Purchase payments or contributions to IRAs or tax qualified retirement plans of an employer may be taken
from current income on a before tax basis or after tax basis. Purchase payments made on a
“before tax” basis entitle you to a tax deduction or are not subject to current
income tax. Purchase payments made on an “after tax” basis do not reduce your
taxable income or give you a tax
deduction. Contributions may also consist of transfers or rollovers as described below and are not
subject to the annual limitations on contributions.
An IRA Contract will accept as a single Purchase Payment a transfer or rollover from another IRA (including a SEP or SIMPLE IRA) or rollover from an eligible
retirement plan of an employer (i.e., 401(a), 401(k), 403(a), 403(b), or governmental
457(b) plan). A rollover or transfer from a SIMPLE IRA is allowed provided that the taxpayer has participated in such arrangement for at least two years. As part of the single Purchase Payment, the IRA
contract will also accept an IRA contribution subject to the Code limits for the year of
purchase.
For income annuities established as “pay-outs” of SIMPLE IRAs, the contract will only accept
a single Purchase Payment consisting of a transfer or rollover from another SIMPLE IRA. For
income annuities established in accordance with a distribution option under a retirement
plan of an employer (e.g., 401(a), 401(k), 403(a), 403(b), or 457(b) plan), the contract
will only accept as its single Purchase Payment a transfer from such employer retirement
plan.
Taxation of Annuity Distributions
If contributions are made on a “before tax” basis, you generally pay income taxes on the full amount of money you receive under the contract. Withdrawals
attributable to any after-tax contributions are basis in the contract and not subject to
income tax (except for the portion of the withdrawal allocable to earnings, if any).
Under current
federal income tax rules, the taxable portion of distributions under annuity contracts and qualified plans (including IRAs) is not eligible for the reduced tax rate applicable to long-term capital gains and
qualifying dividends.
If you meet certain requirements, your Roth IRA, Roth 403(b) and Roth 401(k) earnings can be received free of federal income taxes.
With respect to
IRA contracts, we will withhold a portion of the taxable amount of your withdrawal for income
taxes, unless you elect otherwise. The amount we will withhold is determined by the
Code.
Withdrawals Prior to Age 59 1∕2
A
taxable withdrawal from a Qualified Contract which is subject to income tax may also be subject to a 10% federal income tax penalty for “early” distribution if taken prior to
age
59 1∕2, unless an exception described below applies. The penalty rate is 25% for SIMPLE IRA plan contracts if the withdrawal occurs within the first 2 years of
your participation in the plan.
Exceptions to the early distribution penalty for qualified plans include withdrawals or distributions made:
(a) on account of your death or disability,
(b) as part of a series of substantially equal periodic payments payable for your life (or life expectancy) or joint lives (or joint life expectancies) of you
and your designated Beneficiary and (in the case of certain employer-sponsored qualified
plans) you are separated from employment,
(c) on separation from service after age 55. This rule does not apply to IRAs (including SEPs and SIMPLE IRAs).
(d) pursuant to a qualified domestic relations order (“QDRO”). This rule does not apply to IRAs (including SEPs and SIMPLE IRAs).
(e) to pay IRS levies (and made after December 31, 1999),
(f) to pay deductible medical expenses, or
(g) in the case of IRAs only, to pay for medical insurance (if you are unemployed), qualified higher
education expenses, or for a qualified first-time home purchase up to $10,000.
Other
exceptions may be applicable under certain circumstances and special rules apply or may become applicable in connection with the exceptions enumerated above. Other exceptions include certain provisions under the SECURE 2.0 Act of 2022 which may provide the
ability to recontribute an “early” distribution to an IRA or employer sponsored
qualified plan (subject to the provisions of the Code, the qualified plan/IRA, the Contract
and our administrative rules). You should consult your tax adviser to confirm whether an
exception applies.
If you receive systematic payments or any other payments that you intend to qualify for the
“substantially equal periodic payments” exception noted above, any
modifications (except due to death or disability) to your payment before age 59 1∕2 or within five years after
beginning these payments, whichever is later, will result in the retroactive imposition of
the 10% federal income tax penalty with interest. Such modifications may include but are
not limited to additional Purchase Payments to the contract (including tax-free transfers or rollovers) and additional withdrawals from the contract.
The 10% federal income tax penalty on early distribution does not apply to governmental 457(b) plan
contracts. However, it does apply to distributions from 457(b) plans of employers which are
state or local governments to the extent that the distribution is attributable to rollovers
accepted from other types of eligible retirement plans.
Commutation Features Under Income Payment Types
Please be advised that the tax consequences resulting from the election of income payment types containing a commutation feature (a feature that allows the Owner
to receive a lump sum of the present value of future Annuity Payments) are uncertain and
the IRS may determine that the taxable amount of income payments and withdrawals received
for any year could be greater than or less than the taxable amount reported by us. The exercise of the commutation feature also may result in adverse tax consequences including:
•The imposition of a 10% federal income tax penalty on the taxable amount of the commuted value, if the taxpayer has not attained age 59 1∕2 at the time the
withdrawal is made. This 10% federal income tax penalty is in addition to the ordinary
income tax on the taxable amount of the commuted value.
•The retroactive imposition of the 10% federal income tax penalty on income payments
received prior to the taxpayer attaining age 59 1∕2.
•The possibility that the exercise of the commutation feature could adversely affect the amount excluded from federal income tax under any income payments
made after such commutation.
A payee should consult with his or her own tax adviser prior to electing to annuitize the contract and prior to exercising any commutation feature under an
income payment type.
Rollovers and Transfers
Your
contract is non-forfeitable (i.e., not subject to the claims of your creditors) and non-transferable (i.e., you may not transfer it to someone else).
Nevertheless, contracts held in certain employer plans subject to ERISA may be transferred in part pursuant to a QDRO.
Under certain
circumstances, you may be able to transfer amounts distributed from your contract to another eligible retirement plan or IRA. For 457(b) plans maintained by
non-governmental employers, if certain conditions are met, amounts may be transferred into another 457(b) plan maintained by a non-governmental employer.
You may make
rollovers and direct transfers into your SIMPLE IRA annuity contract from another SIMPLE IRA
annuity contract or account. Rollovers from another qualified plan can generally be made to
your SIMPLE IRA after you have participated in the SIMPLE IRA for at least two
years.
Rollovers and direct transfers from a SIMPLE IRA can only be made to another SIMPLE IRA or account
during the first two years that you participate in the SIMPLE IRA plan. After this two-year
period, rollovers and transfers may be made from your SIMPLE IRA into a Traditional IRA or
account, as well as into another SIMPLE IRA.
Federal income tax law allows you to make only one rollover from an IRA to another (or the same) IRA in
any 12-month period, regardless of the number of IRAs you own. Generally, this limit does
not apply to trustee-to-trustee transfers between IRAs. Because the rollover rules are
complex, please consult with your tax advisor before making an IRA
rollover.
Generally, a distribution may be eligible for rollover but certain types of distributions cannot be
rolled over, such as distributions received on account of:
(a) minimum distribution requirements,
(b) financial hardship; or
(c) for a period of ten or more years or for life.
20% Withholding on Eligible Rollover Distributions
For certain qualified employer plans, we are required to withhold 20% of the taxable portion of your withdrawal that constitutes an “eligible rollover
distribution” for federal income taxes. The amount we withhold is determined by the
Code. You may avoid withholding if you directly transfer a withdrawal from this contract to another IRA or other qualified plan. Similarly, you may be able to avoid withholding on a transfer into this
contract from an existing qualified plan you may have with another provider by arranging to
have the transfer made directly to us. For taxable withdrawals that are not “eligible rollover distributions,” the Code imposes different withholding rules to determine the withholding
percentage.
Death Benefits
The death benefit in a Qualified Contract is taxable to the recipient in the same manner as if paid to the contract Owner or plan participant (under the rules for
withdrawals or income payments, whichever is applicable).
Required Minimum Distribution (RMD) amounts are required to be distributed from a Qualified annuity Contract (including a contract issued as a Roth IRA)
following your death. Congress recently changed the RMD rules for individuals who die after
2019. The after-death RMD rules are complex, and you should consult your tax adviser about
how they may apply to your situation.
Effective January 1, 2020, when an IRA owner or participant in a defined contribution plan dies, any
remaining interest generally must be distributed within 10 years (or in some cases five
years) after his or her death, unless an exception applies. An exception permits an
“eligible designated beneficiary” to take distributions over life or a period
not exceeding life expectancy, subject to special rules and limitations. An “eligible designated beneficiary” includes: the IRA owner/participant’s spouse or minor child (until the child
reaches age of majority), certain disabled or chronically ill individuals, and an
individual who is not more than 10 years younger than the IRA owner/participant. We may
limit any payment option over life, or a period not exceeding life expectancy, to certain
categories of eligible designed beneficiary.
Generally, distributions under this exception must start by the end of the year following your death.
However, if your surviving spouse is the sole designated beneficiary, distributions may
generally be delayed until December 31 of the year you would have attained the Applicable
Age (as
defined in the chart below), if your contract permits.
If you
die after Annuity Payments have already begun under a Qualified Contract, any remaining payments under the contract also must be made in accordance with the RMD rules. In some cases, those rules may require
that the remaining payments be made over a shorter period than originally elected or
otherwise adjusted to comply with the tax law.
Regardless of whether you die before or after your Required Beginning Date, the following will be applicable:
If your surviving spouse is the sole designated beneficiary of your Traditional or Roth IRA, then your surviving spouse may elect to treat the Traditional or Roth
IRA as his or her own.
Your designated Beneficiary is the person
to whom benefit rights under the contract pass by reason of death. The Beneficiary
generally must be a natural person in order to elect a periodic payment option based on life expectancy or a period exceeding five years. Different tax rules may apply if your Beneficiary is not a natural
person, such as your estate.
Your spouse may be able to rollover the death proceeds into another eligible retirement plan in which he or she participates, if permitted under the receiving
plan, or he or she may elect to rollover the death proceeds into his or her own IRA, or he
or she may elect to transfer the death proceeds into an inherited IRA.
If your Beneficiary is not your spouse and your plan and contract permit, your Beneficiary may be able to rollover the death proceeds via a direct
trustee-to-trustee transfer into an inherited IRA. However, a non-spouse Beneficiary may
not treat the inherited IRA as his or her own IRA.
Additionally, for contracts issued in connection with qualified plans subject to ERISA, the spouse or
ex-spouse of the participant may have rights in the contract. In such a case, the
participant may need the consent of the spouse or ex-spouse to change annuity options or make a withdrawal from the contract.
Applicable Age for
Required Minimum Distributions (RMD)
As used in the prospectus, “Applicable Age” means the following:
| |
Your “Applicable
Age” is.. |
When born on or before June 30,
1949 |
|
When born on or after July 1,
1949 (and attain age 72 prior to
January 1, 2023) |
|
Attain age 72 on or after
January 1, 2023 (and attain
age 73 on or before December 31,
2032) |
|
Attain age 74 on or after
January 1, 2033 |
|
*If you were born in 1959, you should consult your tax
adviser regarding your “Applicable Age,” because it is
not clear under the SECURE 2.0 Act whether your
Applicable Age is age 73 or age 75. |
Required Minimum Distributions
Generally, you must begin receiving RMD amounts from your Qualified Contract by the Required Beginning Date. Generally, for retirement plans, the
“Required Minimum Date” is April 1 following the later of:
(a) the calendar year in which you reach the Applicable Age,
or
(b) the calendar year you retire, provided you do not own more than 5% of the outstanding stock, capital, or profits of your employer.
For IRAs
(including SEPs and SIMPLEs), the Required Beginning Date by which you must begin receiving
withdrawals is the year in which you attain the Applicable
Age, even if
you have not retired, taking your first distribution no later than April 1 of the year after you reach
the Applicable
Age.
For all
subsequent years, including the first year in which you took your RMD by April 1, you must take the required minimum distribution for the year by December 31st. This will require you to take two distributions in the same calendar year if you wait to take your first distribution until April 1 of the year after attaining
the Applicable
Age.
A tax penalty
(an excise tax) of up to 25% applies to the
shortfall of any required minimum distribution you fail to receive.
You may
not satisfy minimum distributions for one employer’s qualified plan (e.g., 401(a), 403(a), 457(b)) with distributions from another qualified plan of the same or a different employer. However, an aggregation
rule does apply in the case of IRAs (including SEP and SIMPLE IRAs) or 403(b) plans. The
minimum required distribution is calculated with respect to each IRA, but the aggregate
distribution may be taken from any one or more of your IRAs/SEPs. Similarly, the amount of
required minimum distribution is calculated separately with respect to each 403(b)
arrangement, but the aggregate amount of the required distribution may be taken from any one or more of your 403(b) plan contracts. For SIMPLE IRAs, the aggregate amount of the required distribution may be
taken from any one or more of your SIMPLE IRAs.
The regulations also require that the value of benefits under a deferred annuity including certain death benefits in excess of contract value must be added to the
amount credited to your account in computing the amount required to be distributed over the
applicable period. We will provide you with additional information regarding the amount that is
subject to minimum distribution under this
rule. You should consult your own tax adviser as to how these rules affect your own
distribution under this rule.
If you intend to receive your minimum distributions in the form of Annuity Payments that are payable
over the joint lives of you and a Beneficiary or over a guaranteed duration of more than 10
years, be advised that federal tax law may require that, after your death, any remaining
payments be made over a shorter period or be reduced after your death to satisfy the RMD
rules and avoid the up to 25% excise tax. Other complex rules also apply to RMDs taken in the form of Annuity Payments. You should
consult your own tax adviser as to how these rules affect your own contract.
Required minimum distribution rules that apply to other types of IRAs while you are alive do not apply to Roth IRAs. However, in general, the IRA post-death
rules with respect to minimum distributions apply to beneficiaries of Roth IRAs.
Additional Information Regarding TSA (ERISA and Non-ERISA) 403(b)
Special Rules Regarding Exchanges. In order to satisfy tax regulations, contract exchanges within a 403(b) plan after September 24, 2007, must, at a minimum, meet the following requirements: (1) the plan
must allow the exchange; (2) the exchange must not result in a reduction in a
participant’s or a Beneficiary’s accumulated benefit: (3) the receiving contract includes distribution restrictions that are no less stringent than those imposed on the contract being exchanged;
and (4) if the issuer receiving the exchanges is not part of the plan, the employer enters
into an agreement with the issuer to provide information to enable the contract provider to
comply with Code requirements. Such information would include details concerning severance
from employment, hardship withdrawals, loans and tax basis. You should consult your tax or
legal counsel for any advice relating to contract exchanges or any other matter relating to these regulations.
Withdrawals. If you are
under age 59 1∕2, you generally cannot
withdraw money from your TSA contract unless the withdrawal:
(a)
related to Purchase Payments made prior to 1989 and pre-1989 earnings on those Purchase Payments;
(b)
is exchanged to another permissible investment under your 403(b) plan;
(c)
relates to contributions to an annuity contract that are not salary reduction elective deferrals, if your plan allows it;
(d)
occurs after you die, leave your job or become disabled (as defined by the Code);
(e)
is for financial hardship (but only to the extent of elective deferrals), if your plan allows it;
(f)
relates to distributions attributable to certain TSA plan terminations, if the conditions of the Code are met;
(g)
relates to rollover or after-tax contributions; or
(h)
is for the purchase of permissive service credit under a governmental defined benefit plan.
In addition, a Section 403(b) contract is permitted to distribute retirement benefits attributable to pre-tax contributions other than elective deferrals to
the participant no earlier than upon the earlier of the participant’s severance from
employment or upon the prior occurrence of some event, such as after a fixed number of years, the attainment of a stated age or disability.
Additional Information Regarding IRAs
Purchase Payments.
Traditional IRA Purchase Payments (except for permissible rollovers and direct transfers)
are limited in the aggregate to the lesser of 100% of compensation or the deductible amount established each year under the Code.A Purchase Payment up to the deductible amount can also be made for a non-working spouse provided the couple’s compensation is
at least equal to their aggregate contributions. Individuals age 50 and older are permitted
to make additional “catch-up” contributions if they have sufficient compensation. If you or your spouse are an active participant in a retirement plan of an employer, your deductible
contributions may be limited. If you exceed Purchase Payment limits you may be subject to a
tax penalty.
Roth IRA Purchase Payments for individuals are non-deductible (made on an “after tax” basis)
and are limited to the lesser of 100% of compensation or the annual deductible IRA amount.
Individuals age 50 and older can make an additional “catch-up” Purchase Payment each year (assuming the individual has sufficient compensation). You may contribute up to the annual Purchase
Payment limit if your modified adjusted gross income does not
exceed certain limits. If you exceed Purchase Payment limits, you may be subject to a tax penalty.
Withdrawals. If and to the
extent that Traditional IRA Purchase Payments are made on an “after tax” basis,
withdrawals would be included in income except for the portion that represents a return of
non-deductible Purchase Payments. This portion is generally determined based upon the ratio
of all non-deductible Purchase Payments to the total value of all your Traditional IRAs (including SEP IRAs and SIMPLE IRAs). We withhold a portion of the amount of your withdrawal for income taxes, unless
you elect otherwise. The amount we withhold is determined by the Code.
Generally,
withdrawal of earnings from Roth IRAs are free from federal income tax if: (1) they are made at least five taxable years after the tax year for which you made your first Purchase Payment to a Roth IRA; and (2)
they are made on or after the date you reach age
59 1∕2 or upon your death,
disability or for a qualified first-home purchase (up to $10,000). Withdrawals from a Roth IRA are made first from Purchase Payments and then from earnings. We may be required to withhold a portion of your
withdrawal for income taxes, unless you elect otherwise. The amount will be determined by
the Code.
Conversion. Traditional IRAs may be converted to Roth IRAs. Except to the extent you have non-deductible contributions, the amount converted from an existing
Traditional IRA into a Roth IRA is taxable. Generally, the 10% federal income tax penalty
does not apply. However, the taxable amount to be converted must be based on the fair
market value of the entire annuity contract being converted into a Roth IRA. Such fair market value, in general, is to be determined by taking into account the value of all benefits in addition to the Account
Value; as well as adding back certain loads and charges incurred during the prior twelve
month period. Your contract may include such benefits and applicable charges. Accordingly,
if you are considering such conversion of your annuity contract, please consult your tax
adviser. The taxable amount may exceed the Account Value at the date of conversion.
Prior to 2018,
contributions made to a Traditional IRA that were converted to a Roth IRA could be recharacterized as made back to the Traditional IRA, if certain conditions were met. Under a provision of the Tax Cuts
and Jobs Act, recharacterization cannot be used to unwind a conversion from a Traditional
IRA to a Roth IRA for taxable years
beginning after December 31, 2017. For conversions made to a Roth IRA in 2017, the IRS has issued
guidance allowing recharacterizations to be made in 2018.
Distinction for Puerto Rico Code
An
annuity contract may be purchased by an employer for an employee under a qualified pension, profit sharing, stock bonus, annuity, or a “cash or deferred” arrangement plan established pursuant to
Section 1081.01 of the 2011 PR Code. To be tax qualified under the 2011 PR Code, a plan must comply with the requirements of Section 1081.01(a) of the 2011 PR Code which includes certain participation requirements, among other requirements. A trust created to hold assets for a
qualified plan is exempt from tax on its investment income.
Contributions. The employer
is entitled to a current income tax deduction for contributions made to a qualified plan,
subject to statutory limitations on the amount that may be contributed each year. The plan contributions by the employer are not required to be included in the current income of the employee.
Distributions. Any amount
received or made available to the employee under the qualified plan is includible in the
gross income of the employee in the taxable year in which received or made available. In
such case, the amount paid or contributed by the employer shall not constitute
consideration paid by the employee for the contract for purposes of determining the amount
of Annuity Payments required to be included in the employee’s gross income. Thus,
amounts actually distributed or made available to any employee under the qualified plan will be included in their entirety in the employee’s gross income. The value of accrued benefits in a qualified
retirement plan with respect to which the special 8% tax under Puerto Rico Act No. 77-2014
was prepaid will be considered as part of the participant’s tax basis in his retirement plan account. Thus, any distributions attributable to the benefits for which such taxes were prepaid will not be subject to
income taxes when the same are subsequently received by the participant. However, the
investment income and the appreciation in value, if any, accrued on the benefits with
respect to which the special tax was prepaid, will be taxed as provided by the tax rules in
effect at the time of distribution. Lump-sum proceeds from a Puerto Rico qualified
retirement plan due to separation of employment or termination of a retirement plan will generally be treated as ordinary income but will be subject to a withholding tax
rate of 20%.A special withholding
tax rate of 10% may apply instead, if the plan satisfies the following requirements:
(1) the plan’s trust is organized under the laws of Puerto Rico, or has a Puerto Rico resident trustee
and uses such trustee as paying agent; and
(2) 10% of all plan’s trust assets (calculated based on the average balance of the investments of the trust) attributable to participants who are Puerto Rico
residents must be invested in “property located in Puerto Rico” for a
three-year period.
If these two requirements are not satisfied, the distribution will generally be subject to the 20% tax
rate. The three-year period includes the year of the distribution and the two immediately
preceding years. In the case of a defined contribution plan that maintains separate accounts for each participant, the described 10% investment requirement may be satisfied in the accounts of a participant
that chooses to invest in such fashion rather than at the trust level. Property located in
Puerto Rico includes shares of stock of a Puerto Rico registered investment company, fixed
or variable annuities issued by a domestic insurance company or by a foreign insurance corporation that derives more than 80% of its gross income from sources within Puerto Rico, and bank deposits. The 2011 PR Code
does not impose a penalty tax in cases of early (premature) distributions from a qualified
plan.
In the case of distributions from a qualified plan in the form of annuity or installments as a result of termination of employment, amounts received are taxable
in an amount equal to 3% of the after-tax contributions not previously distributed, which
would be considered the tax cost. The remaining portion is not taxable until you have recovered the total after-tax contributions made to the qualified plan. You may be able to exclude from gross
income up to $11,000, if you are less than 60 years of age, or up to $15,000, if you are at
least 60 years of age, of the taxable portion of the installment payments received every year. The above-described distributions that exceed the amount of $35,000 during a taxable year (amount which
includes the annual exclusion of $15,000) for retirees that are 60 years old or older, and
$31,000 (amount which includes the annual exclusion of $11,000) for other retirees plus the
recovery of the consideration paid for the annuity following the 3% recognition of income
rule described above, will generally constitute ordinary income subject to a 10%
withholding tax.
Upon the occurrence of a “Declared Disaster”, like a hurricane, Retirement Plans are allowed
to make Eligible Distributions to a participant resident of Puerto Rico who requests the
same. The Eligible Distribution may not exceed $100,000, be made during a period of time to be identified by the Puerto Rico Treasury through administrative guidance and be used to cover damages or
losses suffered, and extraordinary expenses incurred by the individual as a result of the
Declared Disaster. The first $10,000 will be exempted from income taxation, including the
alternate basic tax, and amounts exceeding $10,000 will be subject to a 10% income tax to be withheld at the source, in lieu of any other income tax, including the alternate basic tax.
You should consult with a personal tax adviser regarding the tax consequences of purchasing an annuity contract and/or any proposed distribution if you
are a resident of Puerto Rico.
In contrast, if
qualified retirement income, as defined in 4 U.S.C. Section 114(a), is distributed by a dual qualified plan
(i.e., a plan qualified under Code Section 401 and under Section 1081.01 of the 2011 PR
Code that is funded through a
U.S. trust) to a
non-Puerto Rico resident, such
distribution is not subject to Puerto Rico income tax. The individual must not be a Puerto
Rico resident at the time of the distribution and certain requirements must be satisfied by
him/her for the distribution to receive this tax treatment.
Rollover. Deferral of the recognition of income continues upon the receipt of a distribution by a participant
from a qualified plan, if the distribution is contributed to another qualified retirement
plan or traditional individual retirement account for the employee’s benefit no later than sixty (60) days after the distribution.
ERISA Considerations. In
the context of a Puerto Rico qualified retirement plan trust, the IRS has held that the
transfer of assets and liabilities from a qualified retirement plan trust under the Code to
that type of plan would generally be treated as a distribution includible in gross income
for U.S. income tax purposes even if the Puerto Rico retirement plan is a plan described in ERISA Section 1022(i)(1). By contrast, a transfer from a qualified retirement plan trust under the Code to a
Puerto Rico qualified retirement plan trust that has made an election under ERISA Section
1022(i)(2) is not treated as a distribution from the transferor plan for U.S. income tax
purposes because a Puerto Rico retirement plan that has made an election under ERISA
Section 1022(i)(2) is treated
as a qualified retirement plan for purposes Code Section 401(a). The IRS has determined that the above described rules prescribing the inclusion in
income of transfers of assets and liabilities to a Puerto Rico retirement plan trust
described in ERISA Section 1022(i)(1) would be applicable to transfers taking effect after December 31, 2012. Notwithstanding the above, the IRS has held that a Puerto Rico retirement plan described in ERISA
Section 1022(i)(1) may participate in a 81-100 group trust because it permits said plan to
diversify its investments without adverse tax consequences to the group trust or its
investors.
OTHER INFORMATION
Brighthouse Life Insurance Company
Brighthouse Life Insurance Company
is a stock life insurance company originally chartered in Connecticut in 1863 and currently subject to the laws of the State of Delaware. Prior to March 6, 2017, BLIC was known
as MetLife Insurance Company USA. BLIC is licensed to conduct business in all states of the
United States (except New York), the District of Columbia,
the Bahamas, Guam, Puerto Rico, the British
Virgin Islands and the U.S. Virgin Islands. BLIC is
an indirect wholly-owned subsidiary of, and ultimately controlled by, Brighthouse Financial, Inc. (“BHF”), a publicly-traded company. BHF, through its subsidiaries and affiliates, is one of
the largest providers of annuities and life insurance in the U.S. BLIC’s executive offices are located at 11225 North Community House Road, Charlotte, NC 28277.
The Separate Account
We have established a Separate Account, Brighthouse Variable Annuity Account C (Separate Account), to hold the assets that underlie the contracts. The Board
of Directors of MetLife Investors Insurance Company (MetLife Investors) adopted a
resolution to establish the Separate Account under Missouri insurance law on February 24,
1987. On November 14, 2014, following the close of business MetLife Investors merged into BLIC (formerly known as MetLife Insurance Company USA) and the Separate Account became a separate account of
BLIC. We have registered the Separate Account with the SEC as a unit investment trust under
the Investment Company Act of 1940. The Separate Account is divided into subaccounts.
The Separate
Account’s assets are solely for the benefit of those who invest in the Separate Account and no one else, including our creditors. The assets of the Separate Account
are held in our name on behalf of the Separate Account and legally belong to us. All the income, gains
and losses (realized or unrealized) resulting from these assets are credited to or charged
against the contracts issued from this Separate Account without regard to our other business.
We reserve the
right to transfer assets of the Separate Account to another account, and to modify the structure or operation of the Separate Account, subject to necessary regulatory approvals. If we do so, we will
notify you of any such changes and we guarantee that the modification will not affect your
Account Value.
We are obligated to pay all money we owe under the contracts — such as death benefits and income payments — even if that amount exceeds the assets in the Separate Account. Any such amount that exceeds the assets
in the Separate Account is paid from our general account. Any amount under any optional
death benefit that exceeds the assets in the Separate Account is also paid from our general
account. Benefit amounts paid from the general account are subject to our financial strength and claims paying ability and our long term ability to make such payments. We issue other annuity contracts and
life insurance policies where we pay all money we owe under those contracts and policies
from our general account. BLIC is regulated as an insurance company under state law, which
generally includes limits on the amount and type of investments in our general account. However, there is no guarantee that we will be able to meet our claims paying obligations; there are risks to purchasing any
insurance product.
The investment advisers to certain of the Investment Portfolios offered with the contracts or with other variable annuity contracts issued through the
Separate Account may be regulated as Commodity Pool Operators. While it does not concede
that the Separate Account is a commodity pool, BLIC has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodities Exchange Act (CEA), and is not
subject to registration or regulation as a pool operator under the CEA.
Distributor
We have
entered into a distribution agreement with our affiliate, Brighthouse Securities, LLC (“Distributor”), 11225 North Community House Road, Charlotte, NC 28277, for the distribution of the contracts. Prior to
March 6, 2017, the distributor of the contracts was MetLife Investors Distribution Company.
Distributor is a
member of the Financial Industry Regulatory Authority (“FINRA”). FINRA provides background information about broker-dealers and their registered
representatives through FINRA BrokerCheck. You may contact the FINRA BrokerCheck Hotline at
1-800-289-9999, or log on to www.finra.org. An investor brochure that includes information
describing FINRA BrokerCheck is available through the Hotline or on-line.
We and Distributor have entered into selling agreements with other broker-dealers (“selling firms”) for the sale of the contracts. We pay
compensation to Distributor for sales of the contracts by selling firms. We also pay amounts to Distributor that may be used for its operating and other expenses, including sales distribution
expenses.
Selling Firms
We and Distributor have entered into selling agreements with selling firms for the sale of the contracts. All selling firms receive commissions, and they may
receive some form of non-cash compensation. These commissions and other incentives or
payments are not charged directly to contract owners or the Separate Account. We intend to recoup commissions and other sales expenses through fees and charges deducted under the contract or from our
General Account. A portion of the payments made to selling firms may be passed on to their
sales representatives in accordance with their internal compensation programs. Those
programs may also include other types of cash and non-cash compensation and other benefits.
Compensation Paid To All Selling Firms
We and
Distributor pay compensation to all selling firms in the form of commissions and may provide certain types of non-cash compensation. The maximum commission payable for contract sales by selling firms is 5.75% of
purchase payments, along with annual trail commissions up to 1.00% of account value (less
purchase payments received within the previous 12 months). We also pay commissions when a
contract owner elects to begin receiving regular income payments (referred to as annuity
payments). (See “Annuity Payments (The Income Phase).”) Distributor may also
provide non-cash compensation items that we may provide jointly with Distributor. Non-cash
items include expenses for conference or seminar trips and certain gifts.
Replacement of Contracts and Other Exchanges
If you
already own an insurance contract, some investment professionals may have a financial incentive to offer you a
new contract in place of the one you own. You should only exchange a contract you already own if you
determine, after comparing the features, fees, and risks of both contracts, that it is
better for you to purchase the new contract rather than continue to own your existing
contract.
Generally, you can exchange one variable annuity contract for another in a tax-free exchange under Section 1035 of the Internal Revenue Code. Before making an
exchange, you should compare both annuities carefully. You might have to pay a withdrawal
charge on your old annuity, and there may be a new withdrawal charge period for the new
annuity. Other charges may be higher (or lower) and the benefits may be different.
Generally, it is not advisable to purchase a contract as a replacement for an existing
variable annuity contract. Before you exchange another annuity for our contract, ask your
financial representative whether the exchange would be advantageous, given the contract
features, benefits and charges.
Requests and Elections
We will
treat your request for a contract transaction, or your submission of a purchase payment, as received by us if we receive a request conforming to our administrative procedures or a payment at our Annuity Service
Center before the close of regular trading on the New York Stock Exchange on that day
(generally 4 p.m. Eastern Time). We will treat your submission of a purchase payment as
received by us if we receive a payment at our Annuity Service Center (or a designee
receives a payment in accordance with the designee’s administrative procedures)
before the close of regular trading on the New York Stock Exchange on that day. If we
receive the request, or if we (or our designee) receive the payment, after the close of trading on the New York Stock Exchange on that day, or if the New York Stock Exchange is not open that day, then
the request or payment will be treated as received on the next day when the New York Stock
Exchange is open. If you send your purchase payments or transaction requests to an address
other than the one we have designated for receipt of such purchase payments or requests, we may return the purchase payment to you, or there may be a delay in applying the purchase payment or transaction to your
contract.
Except as noted below, requests for service may be made:
•Through your financial representative
•By telephone at (800) 343-8496, between the hours of 7:30AM and 5:30PM Central Time
Monday through Thursday and 7:30AM and 5:00PM Central Time on Friday
•In writing to our Annuity Service Center at Brighthouse
Life Insurance Company, Annuity Service Center, P.O. Box 10366, Des Moines, Iowa
50306-0366
•By fax at (877) 547-9666 or
•By Internet at www.brighthousefinancial.com
If you
are currently receiving annuity payments under your contract, you should contact us at the
following phone numbers and addresses:
•For any type of service request, by telephone at (888) 243-1932 or by fax at (877)
245-2964
•For general servicing requests and communications, by writing to: Brighthouse Life Insurance Company, Attn: Pano 2, P.O. Box 305073, Nashville, TN
37230-5073
•For claims-related communications, by writing to Brighthouse Life Insurance Company, Attn: Pano 2, P.O. Box 305074, Nashville, TN 37230-5074
Some of the
requests for service that may be made by telephone or Internet include transfers of account value (see “Investment Options – Transfers – Transfers by Telephone or Other Means”) and changes to the allocation of future purchase payments (see “Purchase – Allocation of Purchase Payments”). We may from time to time permit requests for other types of transactions to be made by telephone or Internet. All transaction requests
must be in good order. Contact us for further information. Some selling firms may restrict
the ability of their financial representatives to convey transaction requests by telephone
or Internet on your behalf.
We will use reasonable procedures such as requiring certain identifying information, tape recording the telephone instructions, and providing written confirmation
of the transaction, in order to confirm that instructions communicated by telephone, fax,
Internet or other means are genuine. Any telephone, fax or Internet instructions reasonably
believed by us to be genuine will be your responsibility, including losses arising from any errors in the communication of instructions. As a result of this policy, you will bear the risk of loss. If we do
not employ reasonable procedures to confirm that instructions communicated by telephone,
fax or Internet are genuine, we may be liable for any losses due to unauthorized or
fraudulent transactions. All other requests and elections under your contract must be in writing signed
by the proper party, must include any necessary documentation and must be received at our
Annuity Service Center to be effective. If acceptable to us, requests or elections relating
to beneficiaries and ownership will take effect as of the date signed unless we have
already acted in reliance on the prior status. We are not responsible for the validity of any
written request or action.
We are not a fiduciary and do not give advice or make recommendations regarding insurance or investment products. Ask your financial representative for
guidance regarding any requests or elections and for information about your particular
investment needs. Please bear in mind that your financial representative, or any financial
firm or financial professional you consult to provide advice, is acting on your behalf. We
are not a party to any agreement between you and your financial professional. We do not recommend and are not responsible for any securities transactions or investment strategies
involving securities (including account recommendations).
Good Order. A request or transaction generally is considered in good order if it complies with our administrative procedures and the required information is complete and accurate. A request or
transaction may be rejected or delayed if not in good order. Good order generally means the
actual receipt by us of the instructions relating to the requested transaction in writing (or, when permitted, by telephone or Internet as described above) along with all forms, information and supporting
legal documentation necessary to effect the transaction. This information and documentation
generally includes to the extent applicable to the transaction: your completed application;
your contract number; the transaction amount (in dollars or percentage terms); the names and allocations to and/or from the investment portfolios affected by the requested transaction; the signatures of all
contract owners (exactly as indicated on the contract), if necessary; Social Security
Number or Tax I.D.; and any other information or supporting documentation that we may require, including any spousal or joint owner’s consents. With respect to purchase payments, good order also
generally includes receipt by us of sufficient funds to effect the purchase. We may, in our
sole discretion, determine whether any particular transaction request is in good order, and we reserve the right to change or waive any good order requirement at any time. If you have any questions,
you
should contact us or
your financial representative before submitting the form or request.
Telephone and Computer Systems. Telephone and computer systems may not always be available. Any telephone or computer system, whether it is yours, your service provider’s, your agent’s, or
ours, can experience outages or slowdowns for a variety of reasons. These outages or
slowdowns may delay or prevent our processing of your request. Although we have taken precautions to help our systems handle heavy use, we cannot promise complete reliability under all circumstances. If
you experience technical difficulties or problems, you should make your transaction request
in writing to our Annuity Service Center.
Confirming Transactions. We
will send out written statements confirming that a transaction was recently completed.
Unless you inform us of any errors within 60 days of receipt, we will consider these communications to be accurate and complete.
Ownership
Owner. You, as the owner of the contract, have all the interest and rights under the contract. Prior to the annuity date, the owner is as designated at the
time the contract is issued, unless changed. On and after the annuity date, the annuitant
is the owner (this may be a taxable event). The beneficiary becomes the owner when a death benefit is payable. When this occurs, some ownership rights may be limited.
Joint
Owner. The contract can be owned by joint owners. Any joint owner must be the spouse of the other owner (except in Pennsylvania). Upon the death of either joint owner, the surviving spouse will be the
designated beneficiary. Any other beneficiary designation at the time the contract was
issued or as may have been later changed will be treated as a contingent beneficiary unless otherwise indicated.
Beneficiary
The
beneficiary is the person(s) or entity you name to receive any death benefit. The beneficiary is named at the time the contract is issued unless changed at
a later date. Unless an irrevocable beneficiary has been named, you can change the
beneficiary at any time before you die.
Assignment
You can assign the contract at any time during your lifetime. BLIC will not be bound by the assignment until it
receives the written notice of the assignment. BLIC will not be liable for any payment or other action
it takes in accordance with the contract before it receives notice of the assignment.
An assignment may be a taxable event.
If the contract
is issued pursuant to a qualified plan, there may be limitations on your ability to assign the contract.
Financial Statements
The
financial statements of BLIC and the financial statements of the Separate Account have been included in the Statement of Additional Information.
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APPENDIX A
The following is a list of investment portfolios under the contract. More information about the
investment portfolios is available in the prospectuses for the investment portfolios, which may be amended from time to time and can be found online at https://dfinview.com/BHF/TAHD/BHF236 for Cova Variable Annuity, https://dfinview.com/BHF/TAHD/BHF148 for Firstar Summit Variable Annuity, https://dfinview.com/BHF/TAHD/BHF149 for Premier Advisor Variable Annuity, https://dfinview.com/BHF/TAHD/BHF147 for Destiny Select Variable Annuity and https://dfinview.com/BHF/TAHD/BHF150 for Prevail Variable Annuity. You can also request this information at no cost by calling (800) 343-8496 or sending an email request to rcg@brighthousefinancial.com. Depending on the version of the contract that you purchased, you may not be able to invest in certain investment
portfolios. See Appendix B:Investment Portfolios Available By Contract Version. The current
expenses and performance information below reflects fees and expenses of the investment portfolio
, but do not reflect the other fees and expenses that your contract may charge.
Expenses would be higher and performance would be lower if these other charges were included. Each
investment portfolio’s past performance is not necessarily an indication of future performance.
| |
Portfolio Company and
Adviser/Sub-Adviser |
|
Average Annual
Total Returns
(as of 12/31/2022) |
| |
|
|
Seeks long-term growth of capital. |
Invesco V.I. EQV International
Equity Fund — Series I††
Invesco Advisers, Inc. |
|
|
|
|
Seeks long-term capital
appreciation. |
Brighthouse Small Cap Value
Portfolio — Class A††
Brighthouse Investment Advisers,
LLC
Subadviser:Delaware Investments
Fund Advisers, a series of
Macquarie Investment Management
Business Trust, and Allspring
Global Investments, LLC |
|
|
|
|
Seeks capital appreciation. |
Brighthouse/abrdn Emerging
Markets Equity
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:abrdn Investments
Limited |
|
|
|
|
Seeks total return through
investment in real estate securities,
emphasizing both capital
appreciation and current income. |
CBRE Global Real Estate
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:CBRE Investment
Management Listed Real Assets
LLC |
|
|
|
|
Seeks capital growth and income. |
Invesco Comstock
Portfolio — Class B#
Brighthouse Investment Advisers,
LLC
Subadviser:Invesco Advisers, Inc.
|
|
|
|
|
| |
Portfolio Company and
Adviser/Sub-Adviser |
|
Average Annual
Total Returns
(as of 12/31/2022) |
| |
|
|
Seeks capital appreciation. |
Invesco Global Equity
Portfolio — Class A††
Brighthouse Investment Advisers,
LLC
Subadviser:Invesco Advisers, Inc.
|
|
|
|
|
Seeks capital appreciation. |
Invesco Global Equity
Portfolio — Class B#
Brighthouse Investment Advisers,
LLC
Subadviser:Invesco Advisers, Inc.
|
|
|
|
|
Seeks long-term growth of capital. |
Loomis Sayles Growth
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Loomis, Sayles &
Company, L.P. |
|
|
|
|
Seeks long-term growth of capital. |
Loomis Sayles Growth
Portfolio — Class B††
Brighthouse Investment Advisers,
LLC
Subadviser:Loomis, Sayles &
Company, L.P. |
|
|
|
|
Seeks capital appreciation. |
MFS® Research International
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Massachusetts Financial
Services Company |
|
|
|
|
Seeks capital appreciation. |
Morgan Stanley Discovery
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Morgan Stanley
Investment Management Inc. |
|
|
|
|
Seeks maximum total return,
consistent with the preservation of
capital and prudent investment
management. |
PIMCO Total Return
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Pacific Investment
Management Company LLC |
|
|
|
|
Seeks long-term capital appreciation
by investing in common stocks
believed to be undervalued. Income
is a secondary objective. |
T. Rowe Price Large Cap Value
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:T. Rowe Price
Associates, Inc. |
|
|
|
|
Seeks long-term growth of capital. |
T. Rowe Price Mid Cap Growth
Portfolio — Class B††
Brighthouse Investment Advisers,
LLC
Subadviser:T. Rowe Price
Associates, Inc.
Sub-Subadviser: T. Rowe Price
Investment Management, Inc. |
|
|
|
|
| |
Portfolio Company and
Adviser/Sub-Adviser |
|
Average Annual
Total Returns
(as of 12/31/2022) |
| |
|
|
Seeks high total return by investing
in equity securities of mid-sized
companies. |
Victory Sycamore Mid Cap Value
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Victory Capital
Management Inc. |
|
|
|
|
Seeks long-term growth of capital. |
Baillie Gifford International Stock
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Baillie Gifford Overseas
Limited |
|
|
|
|
Seeks long-term growth of capital. |
Baillie Gifford International Stock
Portfolio — Class B††
Brighthouse Investment Advisers,
LLC
Subadviser:Baillie Gifford Overseas
Limited |
|
|
|
|
Seeks a competitive total return
primarily from investing in fixed-
income securities. |
BlackRock Bond Income
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:BlackRock Advisors,
LLC |
|
|
|
|
Seeks a competitive total return
primarily from investing in fixed-
income securities. |
BlackRock Bond Income
Portfolio — Class B#
Brighthouse Investment Advisers,
LLC
Subadviser:BlackRock Advisors,
LLC |
|
|
|
|
Seeks long-term growth of capital. |
BlackRock Capital Appreciation
Portfolio — Class A††
Brighthouse Investment Advisers,
LLC
Subadviser:BlackRock Advisors,
LLC |
|
|
|
|
Seeks a high level of current income
consistent with prudent investment
risk and preservation of capital. |
BlackRock Ultra-Short Term Bond
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:BlackRock Advisors,
LLC |
|
|
|
|
Seeks to provide a growing stream
of income over time and,
secondarily, long-term capital
appreciation and current income. |
Brighthouse/Wellington Core Equity
Opportunities Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Wellington Management
Company LLP |
|
|
|
|
Seeks long-term growth of capital. |
Jennison Growth
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Jennison Associates LLC
|
|
|
|
|
| |
Portfolio Company and
Adviser/Sub-Adviser |
|
Average Annual
Total Returns
(as of 12/31/2022) |
| |
|
|
Seeks long-term growth of capital. |
Jennison Growth
Portfolio — Class B#
Brighthouse Investment Advisers,
LLC
Subadviser:Jennison Associates LLC
|
|
|
|
|
Seeks a favorable total return
through investment in a diversified
portfolio. |
MFS® Total Return
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Massachusetts Financial
Services Company |
|
|
|
|
Seeks capital appreciation. |
MFS® Value Portfolio — Class B#
Brighthouse Investment Advisers,
LLC
Subadviser:Massachusetts Financial
Services Company |
|
|
|
|
Seeks high total return, consisting
principally of capital appreciation. |
Neuberger Berman Genesis
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Neuberger Berman
Investment Advisers LLC |
|
|
|
|
Seeks long-term growth of capital. |
T. Rowe Price Large Cap Growth
Portfolio — Class A††
Brighthouse Investment Advisers,
LLC
Subadviser:T. Rowe Price
Associates, Inc. |
|
|
|
|
Seeks long-term capital growth. |
T. Rowe Price Small Cap Growth
Portfolio — Class A
Brighthouse Investment Advisers,
LLC
Subadviser:T. Rowe Price
Associates, Inc. |
|
|
|
|
Seeks to maximize total return
consistent with preservation of
capital. |
Western Asset Management
Strategic Bond Opportunities
Portfolio — Class A#
Brighthouse Investment Advisers,
LLC
Subadviser:Western Asset
Management Company LLC |
|
|
|
|
Seeks reasonable income. The fund
will also consider the potential for
capital appreciation. The fund’s goal
is to achieve a yield which exceeds
the composite yield on the securities
comprising the S&P 500® Index.
|
Equity-Income Portfolio — Initial
Class
Fidelity Management & Research
Company LLC
Subadviser:FMR UK, FMR HK, and
FMR Japan |
|
|
|
|
Seeks to provide capital growth. |
Growth Opportunities
Portfolio — Initial Class
Fidelity Management & Research
Company LLC
Subadviser:FMR UK, FMR HK, and
FMR Japan |
|
|
|
|
| |
Portfolio Company and
Adviser/Sub-Adviser |
|
Average Annual
Total Returns
(as of 12/31/2022) |
| |
|
|
Seeks long-term capital growth. |
Templeton Foreign VIP
Fund — Class 1††
Templeton Investment Counsel,
LLC |
|
|
|
|
Seeks capital growth and current
income. |
Putnam VT Large Cap Value
Fund — Class IB
Putnam Investment Management,
LLC |
|
|
|
|
#
Certain Investment Portfolios
and their investment advisers have entered into temporary expense reimbursements and/or fee waivers, which are reflected in the Current Expenses. Please see the Investment Portfolios' prospectuses for additional information regarding these arrangements.
*
This Investment
Portfolio is managed in a way that is intended to minimize volatility of returns (referred to as a “managed volatility strategy”). See “Principal Risks of Investing in the Contract.”
‡
This
Investment
Portfolio is a fund of funds and invests substantially all of its assets in other underlying funds. Because the
Investment Portfolio invests in other funds, it will bear its pro rata portion of the operating expenses of those underlying funds, including the management fee.
††
Closed to new investments except under dollar cost averaging and rebalancing programs in
existence at the time of closing.
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APPENDIX B
Certain investment portfolios listed in Appendix A may not be available under your contract depending on
which version of the contract you purchased. The following lists the investment portfolios available by contract version.
If you purchased the COVA VARIABLE ANNUITY, the following portfolios are available:
Brighthouse Funds Trust I
Invesco Comstock Portfolio — Class B
Invesco Global Equity Portfolio — Class B
MFS® Research International Portfolio — Class A
Morgan Stanley Discovery Portfolio — Class A
PIMCO Total Return Portfolio — Class A
T. Rowe Price Large Cap Value Portfolio — Class A
Victory Sycamore Mid Cap Value Portfolio — Class A
Brighthouse Funds Trust II
BlackRock Bond Income Portfolio — Class B
BlackRock Ultra-Short Term Bond Portfolio — Class A
Brighthouse/Wellington Core Equity Opportunities Portfolio — Class A
Jennison Growth Portfolio — Class B
MFS® Total Return Portfolio — Class A
MFS® Value Portfolio — Class B
Neuberger Berman Genesis Portfolio — Class A
T. Rowe Price Small Cap Growth Portfolio — Class A
Western Asset Management Strategic Bond Opportunities Portfolio — Class A
Putnam Variable Trust — Class IB
Putnam VT Large Cap Value Fund
Closed Portfolios For This Product*
Invesco V.I. EQV International Equity Fund — Series I
Invesco Global Equity Portfolio — Class A
Loomis Sayles Growth Portfolio — Class B
T. Rowe Price Mid Cap Growth Portfolio — Class B
Baillie Gifford International Stock Portfolio — Class B
BlackRock Capital Appreciation Portfolio — Class A
T. Rowe Price Large Cap Growth Portfolio — Class A
Templeton Foreign VIP Fund — Class 1
If you
purchased the FIRSTAR SUMMIT VARIABLE ANNUITY, the following portfolios are available:
Brighthouse Funds Trust I
Invesco Comstock Portfolio — Class B
Invesco Global Equity Portfolio — Class B
MFS® Research International Portfolio — Class A
Morgan Stanley Discovery Portfolio — Class A
PIMCO Total Return Portfolio — Class A
T. Rowe Price Large Cap Value Portfolio — Class A
Victory Sycamore Mid Cap Value Portfolio — Class A
Closed Portfolios For This
Product*
Invesco V.I. EQV International Equity Fund — Series I
Invesco Global Equity Portfolio — Class A
Loomis Sayles Growth Portfolio — Class B
T. Rowe Price Mid Cap Growth Portfolio — Class B
Baillie Gifford International Stock Portfolio — Class B
If you purchased the PREMIER ADVISOR VARIABLE ANNUITY, the following portfolios are available:
Brighthouse Funds Trust I
Invesco Comstock Portfolio — Class B
Invesco Global Equity Portfolio — Class B
MFS® Research International Portfolio — Class A
Morgan Stanley Discovery Portfolio — Class A
PIMCO Total Return Portfolio — Class A
T. Rowe Price Large Cap Value Portfolio — Class A
Victory Sycamore Mid Cap Value Portfolio — Class A
Brighthouse Funds Trust II
BlackRock Bond Income Portfolio — Class B
BlackRock Ultra-Short Term Bond Portfolio — Class A
Brighthouse/Wellington Core Equity Opportunities Portfolio — Class A
Jennison Growth Portfolio — Class B
MFS® Total Return Portfolio — Class A
MFS® Value Portfolio — Class B
Neuberger Berman Genesis Portfolio — Class A
T. Rowe Price Small Cap Growth Portfolio — Class A
Closed Portfolios For This Product*
Invesco V.I. EQV International Equity Fund — Series I
Invesco Global Equity Portfolio — Class A
Loomis Sayles Growth Portfolio — Class B
T. Rowe Price Mid Cap Growth Portfolio — Class B
Baillie Gifford International Stock Portfolio — Class B
BlackRock Capital Appreciation Portfolio — Class A
T. Rowe Price Large Cap Growth Portfolio — Class A
If you purchased the DESTINY SELECT VARIABLE ANNUITY, the following portfolios are available:
Brighthouse Funds Trust I
Invesco Comstock Portfolio — Class B
Invesco Global Equity Portfolio — Class B
MFS® Research International Portfolio — Class A
Morgan Stanley Discovery Portfolio — Class A
PIMCO Total Return Portfolio — Class A
T. Rowe Price Large Cap Value Portfolio — Class A
Victory Sycamore Mid Cap Value Portfolio — Class A
Brighthouse Funds Trust II
BlackRock Bond Income Portfolio — Class B
BlackRock Ultra-Short Term Bond Portfolio — Class A
Brighthouse/Wellington Core Equity Opportunities Portfolio — Class A
Jennison Growth Portfolio — Class B
MFS® Total Return Portfolio — Class A
MFS® Value Portfolio — Class B
Neuberger Berman Genesis Portfolio — Class A
Closed Portfolios For This Product*
Invesco V.I. EQV International Equity Fund — Series I
Invesco Global Equity Portfolio — Class A
Loomis Sayles Growth Portfolio — Class B
T. Rowe Price Mid Cap Growth Portfolio — Class B
Baillie Gifford International Stock Portfolio — Class B
BlackRock Capital Appreciation Portfolio — Class A
T. Rowe Price Large Cap Growth Portfolio — Class A
If you purchased the PREVAIL VARIABLE ANNUITY, the following portfolios are available:
Brighthouse Funds Trust I
Invesco Comstock Portfolio — Class B
Invesco Global Equity Portfolio — Class B
MFS® Research International Portfolio — Class A
Morgan Stanley Discovery Portfolio — Class A
PIMCO Total Return Portfolio — Class A
T. Rowe Price Large Cap Value Portfolio — Class A
Victory Sycamore Mid Cap Value Portfolio — Class A
Brighthouse Funds Trust II
BlackRock Bond Income Portfolio — Class B
BlackRock Ultra-Short Term Bond Portfolio — Class A
Brighthouse/Wellington Core Equity Opportunities Portfolio — Class A
Closed Portfolios For This Product*
Invesco V.I. EQV International Equity Fund — Series I
Invesco Global Equity Portfolio — Class A
Loomis Sayles Growth Portfolio — Class B
T. Rowe Price Mid Cap Growth Portfolio — Class B
Baillie Gifford International Stock Portfolio — Class B
BlackRock Capital Appreciation Portfolio — Class A
* These portfolios are closed for allocations of new purchase payments or transfers of
account value (excluding rebalancing and dollar cost averaging programs in existence at the
time of closing).
The statement of additional information (“SAI”) dated May 1, 2023 includes additional information about the Separate Account. The SAI is incorporated by reference. The
SAI is available, without charge, upon request. For a free copy of the SAI, or to request other information about the Contract, and to make investor inquiries, call us at
(888) 243-1932.
Reports and other information about the Separate Account are available on the SEC’s website at
https://www.sec.gov/, and copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov.
EDGAR Contract Identifier No. is C000151846
Statement of Additional Information
Individual Fixed and Variable Deferred
Annuity Contract
issued by
Brighthouse Variable Annuity Account C
and
Brighthouse Life Insurance Company
This Statement of Additional Information (“SAI”) is not a prospectus but relates to, and
should be read in conjunction with, the Prospectus dated May 1,
2023. A copy of the Individual Fixed and Variable Deferred Annuity Contract Prospectus may be obtained by writing to Brighthouse Life
Insurance Company, P.O. Box 10366, Des Moines, Iowa 50306-0366, or by calling
(800) 343-8496, by visiting https://dfinview.com/BHF/TAHD/BHF236 for COVA Variable Annuity, https://dfinview.com/BHF/TAHD/BHF148 for Firstar Summit Variable Annuity, https://dfinview.com/BHF/TAHD/BHF149 for Premier Advisor Variable Annuity, https://dfinview.com/BHF/TAHD/BHF147 for Destiny Select Variable Annuity and https://dfinview.com/BHF/TAHD/BHF150 for Prevail Variable Annuity or by accessing the Securities and Exchange Commission's
website at http://www.sec.gov/.
The SAI contains information in addition to the information described in the Prospectus for the Individual Fixed and Variable Deferred Annuity Contract (the “Contract”) offered by Brighthouse Life Insurance Company (“we, ”our“, or the ”Company“). The Prospectus concisely sets forth information that a prospective investor ought to know before investing.
This Statement of Additional Information is dated May 1,
2023.
THE COMPANY
Brighthouse Life Insurance Company (“BLIC” or the “Company”) is a Delaware corporation originally incorporated in Connecticut in 1863. Prior
to March 6, 2017, BLIC was known as MetLife Insurance Company USA. BLIC is licensed to
conduct business in all U.S. states (except New York), the District of Columbia, the Bahamas,
Guam, Puerto Rico, the British Virgin Islands and the U.S. Virgin Islands. BLIC is an
indirect, wholly-owned subsidiary of, and ultimately controlled by, Brighthouse Financial,
Inc. (“BHF”), a publicly-traded company. The Company was an indirect, wholly-owned subsidiary of MetLife, Inc. until August 4, 2017, when BHF became an independent, publicly-traded company following
the completion of a separation transaction. BHF, through its subsidiaries and affiliates,
is one of the largest providers of annuities and life insurance in the U.S. BLIC’s executive
offices are located at 11225 North Community House Road, Charlotte, NC 28277.
Brighthouse Life Insurance Company History
MetLife Insurance Company USA: From the close of business on November 14, 2014 to March 6, 2017, BLIC was called MetLife Insurance Company USA (“MetLife USA”). MetLife USA was established following the close of business on November 14, 2014, when MetLife Investors USA Insurance Company, a wholly-owned subsidiary
of MetLife Insurance Company of Connecticut, MetLife Investors Insurance Company and Exeter
Reassurance Company, Ltd. were merged into MetLife Insurance Company of Connecticut, and
MetLife Insurance Company of Connecticut was then renamed MetLife Insurance Company USA.
Simultaneously, MetLife USA changed its domicile from Connecticut to the state of Delaware.
As a result of this merger, MetLife USA assumed legal ownership of all of the assets of
these predecessor companies, including assets held in the separate accounts, and became responsible for administering the contracts and paying any benefits due under all contracts issued by each of its
corporate predecessors. These predecessor companies that issued contracts on and prior to
November 14, 2014 were the following:
•MetLife Insurance Company of Connecticut: MetLife Insurance Company of Connecticut (“MICC”), originally chartered in Connecticut in 1863, was known as Travelers Insurance Company prior to May 1,
2006.
MICC
changed its name to MetLife Insurance Company USA and its state of domicile to Delaware
after November 14, 2014 as described under “MetLife Insurance Company USA”
above.
•MetLife Life and Annuity Company of
Connecticut: MetLife Life and Annuity Company of Connecticut (MLAC), originally chartered in Connecticut in 1973, was known as Travelers Life and Annuity Company prior to May 1, 2006. On or about December 7, 2007, MLAC merged with and into MICC.
•MetLife Investors USA Insurance Company: MetLife Investors USA Insurance Company (MLI USA), originally chartered in Delaware in 1960, was known as Security First Life Insurance Company prior to January 8, 2001. MLI USA was merged into BLIC after
the close of business on November 14, 2014, as described under “MetLife Insurance
Company USA” above.
•MetLife Investors Insurance Company: MetLife Investors Insurance Company (MLI), originally chartered in Missouri in 1981, was known as Cova Financial Services Life Insurance Company prior to February 12, 2001. MLI was merged into BLIC after
the close of business on November 14, 2014, as described under “MetLife Insurance
Company USA” above.
•MetLife Investors Insurance Company of California: MetLife Investors Insurance Company of California (MLI-CA), originally chartered in California in 1972, was known as Cova Financial Life Insurance Company prior to February 12, 2001. On November 9, 2006 MLI-CA merged with and into MLI.
THE
SEPARATE ACCOUNT
We have established a Separate Account, Brighthouse Variable Annuity Account C (the “Separate Account”), to hold the assets that underlie the contracts. The Board of Directors of our predecessor, MetLife
Investors Insurance Company (MLI), adopted a resolution to establish the Separate Account
under Delaware insurance law on February 24, 1987. We have registered the Separate
Account with the SEC as a unit investment trust under the Investment Company Act of 1940. The Separate
Account is divided into subaccounts.
SERVICES
BLIC maintains certain books and records of the Separate
Account and provides certain issuance and other administrative services for the Contracts. Pursuant to a services agreement, Computer Sciences
Corporation, through its affiliate Alliance-One Services, Inc. provides certain other administrative and recordkeeping services for the Contracts as well as other contracts and policies issued by BLIC. The amount paid to Computer Sciences Corporation for the period January 1, 2020 through December 31, 2020 was $18,839,325, for the period January 1, 2021 through December 31, 2021 was $20,238,936 and for the period January 1, 2022 through December
31, 2022 was $17,646,514.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The financial statements
comprising each of the Sub-Accounts of Brighthouse Variable Annuity Account C, and the financial statements of Brighthouse Life Insurance Company, incorporated by reference in this Statement of Additional Information, have been audited by Deloitte & Touche LLP, an independent registered public
accounting firm, as stated in their reports. Such financial statements are incorporated by reference in reliance upon the reports of such firm
given their authority as experts in accounting and auditing.
The principal business address of Deloitte & Touche LLP is 650 South Tryon Street, Suite 1800, Charlotte, North Carolina 28202-3512.
CUSTODIAN
Brighthouse Life Insurance Company, 11225 North Community House Road, Charlotte, NC 28277, is the custodian of the assets of the Separate Account. The
custodian has custody of all cash of the Separate Account and handles the collection of
proceeds of shares of the underlying funds bought and sold by the Separate Account.
DISTRIBUTION
Information about the distribution of the contracts is contained in the prospectus. (See “Other Information.”) Additional information is provided
below.
Currently the contract is not available for new sales.
Brighthouse Securities, LLC (Distributor) serves as principal underwriter for the contracts. Distributor and the Company are affiliates because they are both under
common control of Brighthouse Financial, Inc. Distributor’s home office is located at
11225 North Community House Road, Charlotte, NC 28277. Distributor is registered as a
broker-dealer with the Securities and Exchange Commission under the Securities Exchange Act
of 1934 and is a member of the Financial Industry Regulatory Authority (FINRA). Distributor
has entered into selling agreements with other broker-dealers (“selling firms”) and compensates them for their services.
The
following table shows the amount of commissions paid to and the amount of commissions retained by the principal underwriter.
| |
Aggregate Amount
of Commissions Paid to Distributor |
Aggregate Amount of Commissions Retained by Distributor
After Payments to Selling Firms |
| |
|
|
| |
|
|
| |
|
|
Distributor passes through commissions to selling firms for their sales. In addition we pay compensation
to Distributor to offset its expenses, including compensation costs, marketing and
distribution expenses, advertising, wholesaling, printing, and other expenses of distributing
the contracts.
As noted in the prospectus, we and Distributor pay compensation to all selling firms in the form of commissions and certain types of non-cash compensation.
We and Distributor may pay additional compensation to selected firms, including marketing
allowances, introduction fees, persistency payments, preferred status fees and industry
conference fees. The terms of any particular agreement governing compensation may vary
among selling firms and the amounts may be significant. The amount of additional
compensation (non-commission
amounts) paid to selected selling firms during 2022 ranged from $100 to $11,992,537.* The
amount of commissions paid to selected selling firms during 2022 ranged from
$7,977 to
$69,782,731. The amount of total compensation (includes non-commission as well as commission amounts) paid to selected selling firms during 2022 ranged from $7,977 to
$74,538,028.*
* For
purposes of calculating this range, the additional compensation (non-commission) amounts received by a selling firm includes additional compensation received by the firm for the sale of insurance products
issued by our affiliate Brighthouse Life Insurance Company of NY.
The following list sets forth the names of selling firms that received additional compensation in 2022 in connection with the sale of our variable annuity contracts, variable life policies and other insurance products (including the contracts offered by the prospectus). The selling
firms are listed in alphabetical order.
Advisor Group, Inc.
American Portfolios Financial Services, Inc.
Ameriprise Financial
Services, Inc.
Ameritas Investment Corp.
Arvest
Investments, Inc.
Avantax Investment Services, Inc.
Brokers International Financial Services, LLC
Benjamin F. Edwards & Company, Inc.
Cabot Lodge Securities LLC
Cadaret, Grant & Co., Inc.
Cambridge Investment Research,
Inc.
Capital Investment Brokerage, Inc.
Capital
Investments Group, Inc.
Centaurus Financial, Inc.
Cetera Advisor Networks LLC
Cetera Advisors LLC
Cetera Financial Group, Inc.
Cetera Financial Specialists LLC
Cetera Investment Services LLC
CFD Investments, Inc.
Citigroup Global Markets Inc.
Commonwealth Financial Network
Concourse Financial Group Securities, Inc.
Copper Financial
CUSO Financial Services, L.P.
Equitable Advisors, LLC
Equity Services, Inc.
First Command Financial Planning, Inc.
First Heartland
Capital, Inc.
First Horizon Advisors, Inc.
Founders
Financial Securities LLC
FSC Securities Corporation
Geneos Wealth Management, Inc.
Gradient Securities, LLC
Grove Point Investments, LLC
Hazard & Siegel, Inc.
Independent Financial Group, LLC
Infinex Investments, Inc.
Investacorp, Inc.
J.W. Cole Financial, Inc.
Janney Montgomery Scott LLC
KMS Financial Services, Inc.
Kestra Investment Services, LLC
Key Investment Services LLC
LifeMark Securities Corp.
Lincoln Investment Planning, Inc.
Lion Street Financial,
LLC
LPL Financial LLC
Merrill Lynch, Pierce, Fenner
& Smith Inc
MML Investors Services, LLC
Morgan
Stanley Smith Barney LLC
NEXT Financial Group, Inc.
OneAmerica Securities, Inc.
Oppenheimer & Co.
Inc.
Park Avenue Securities LLC
PFS Investments Inc.
Purshe Kaplan Sterling Investments, Inc.
Raymond James & Associates, Inc.
RBC Capital Markets, LLC
Royal Alliance Associates, Inc.
SagePoint Financial, Inc.
SCF Securities,
Inc.
Securities America, Inc.
Securities Service Network, LLC
Sigma Financial Corporation
Signator Investors, Inc.
Stifel, Nicolaus & Company, Incorporated
Synovus Securities,
Inc.
TFS Securities, Inc.
The Investment Center,
Inc.
The Leaders Group, Inc.
The O.N. Equity Sales
Company
Transamerica Financial Advisors, Inc.
Triad
Advisors, LLC
UBS Financial Services Inc.
U.S. Bancorp Investments, Inc.
UnionBanc Investment Services, LLC
United Planners Financial Services
USA Financial Securities
Corporation
ValMark Securities, Inc.
Voya Financial
Advisors, Inc.
Wells Fargo Advisors, LLC
Wescom
Financial Services
Woodbury Financial Services, Inc.
Western International Securities, Inc.
There are other broker dealers who receive compensation for servicing our contracts, and the Account Value of the contracts or the amount of added Purchase
Payments received may be included in determining their additional compensation, if
any.
PERFORMANCE INFORMATION
Historical Unit Values
The
Company may show historical Accumulation Unit values in certain advertisements containing illustrations. These illustrations will be based on actual Accumulation Unit values.
In addition,
the Company may distribute sales literature which compares the percentage change in Accumulation Unit values for any of the against established market indices such as the Standard & Poor’s
500 Composite Stock Price Index, the Dow Jones Industrial Average or other management
investment companies which have investment objectives similar to the Investment Portfolio being compared. The Standard & Poor’s 500 Composite Stock Price Index is an unmanaged, unweighted
average of 500 stocks, the majority of which are listed on the New York Stock Exchange. The
Dow Jones Industrial Average is an unmanaged, weighted average of thirty blue chip industrial
corporations listed on the New York Stock Exchange. Both the Standard & Poor’s
500 Composite Stock Price Index and the Dow Jones Industrial Average assume quarterly
reinvestment of dividends.
Reporting Agencies
The
Company may also distribute sales literature which compares the performance of the Accumulation Unit values of the contracts with the unit values of variable annuities issued by other insurance companies. Such
information will
be derived from the
Lipper Variable Insurance Products Performance Analysis Service, the VARDS Report or from
Morningstar.
The Lipper Variable Insurance Products Performance Analysis Service is published by Lipper Analytical Services, Inc., a publisher of statistical data which
currently tracks the performance of thousands of investment companies. The rankings
compiled by Lipper may or may not reflect the deduction of asset-based insurance charges. The
Company’s sales literature utilizing these rankings will indicate whether or not such
charges have been deducted. Where the charges have not been deducted, the sales literature
will indicate that if the charges had been deducted, the ranking might have been lower.
The VARDS
Report is a monthly variable annuity industry analysis compiled by Variable Annuity Research & Data Service. The VARDS rankings may or may not reflect the deduction of asset-based insurance charges. In
addition, VARDS prepares risk adjusted rankings, which consider the effects of market risk
on total return performance. This type of ranking may address the question as to which funds
provide the highest total return with the least amount of risk. Other ranking services may
be used as sources of performance comparison, such as CDA/Weisenberger.
Morningstar rates a variable annuity against its peers with similar investment objectives. Morningstar does not rate any variable annuity that has less than three
years of performance data.
ANNUITY PROVISIONS
Variable Annuity
A
variable annuity is an annuity with payments which: (1) are not predetermined as to dollar amount; and (2) will vary in amount with the net investment results of the applicable investment portfolio(s) of the Separate
Account.
At the Annuity Date, the Contract Value in each investment portfolio will be applied to the applicable
Annuity Tables. The Annuity Table used will depend upon the Annuity Option chosen. If, as
of the Annuity Date, the then current Annuity Option rates applicable to this class of Contracts provide a first Annuity Payment greater than guaranteed under the same Annuity Option under this
Contract, the greater payment will be made.
The dollar amount of Annuity Payments after the first is determined as follows:
(1)
the dollar amount of the first Annuity Payment is divided by the value of an Annuity Unit as of the Annuity Date. This establishes the number of Annuity
Units for each monthly payment. The number of Annuity Units remains fixed during the
Annuity Payment period.
(2)
the fixed number of Annuity Units is multiplied by the Annuity Unit value for the last Valuation Period of the month preceding the month for which the payment
is due. This result is the dollar amount of the payment.
The total dollar amount of each Variable Annuity
Payment is the sum of all investment portfolios’ Variable Annuity Payments reduced by
the applicable Contract Maintenance Charge.
Fixed Annuity
The
Adjusted Contract Value (defined under “Variable Annuity Payments” in the prospectus) is determined on the annuity calculation date, which is a business day no more than five (5) business days before the annuity
date. This value will be used to determine a fixed annuity payment.
Annuity Unit Value
The
value of an Annuity Unit for each investment portfolio was arbitrarily set initially at $10. This was done when the first investment portfolio shares were purchased. The investment portfolio Annuity Unit value at the end
of any subsequent Valuation Period is determined by multiplying the investment portfolio
Annuity Unit value for the immediately preceding Valuation Period by the product of (a) the
Net Investment Factor for the day for which the Annuity Unit value is being calculated, and (b) 0.999919.
Net
Investment Factor
The Net Investment Factor for any investment portfolio for any Valuation Period is determined by
dividing:
(a)
the Accumulation Unit value as of the close of the current Valuation Period, by
(b)
the Accumulation Unit value as of the close of the immediately preceding Valuation Period.
The Net Investment Factor may be greater or less than
one, as the Annuity Unit value may increase or decrease.
Mortality and
Expense Guarantee
The Company guarantees that the dollar amount of each Annuity Payment after the first Annuity Payment
will not be affected by variations in mortality or expense experience.
LEGAL
OR REGULATORY RESTRICTIONS ON TRANSACTIONS
If mandated under applicable law, the Company may be required to reject a Purchase Payment. The Company may also be required to block a contract
Owner’s account and thereby refuse to pay any request for transfers, withdrawals,
surrenders, death benefits or continue making Annuity Payments until instructions are received from the appropriate regulator.
ADDITIONAL FEDERAL TAX CONSIDERATIONS
Non-Qualified Contracts
Diversification. In order
for your Non-Qualified Contract to be considered an annuity contract for federal income tax
purposes, we must comply with certain diversification standards with respect to the investments underlying the contract. We believe that we satisfy and will continue to satisfy these diversification
standards. Failure to meet these standards would result in immediate taxation to contract
Owners of gains under their contracts. Inadvertent failure to meet these standards may be correctable.
Changes
to Tax Rules and Interpretations
Changes to applicable tax rules and interpretations can adversely affect the tax treatment of your
contract. These changes may take effect retroactively.
We reserve the right to amend your contract where necessary to maintain its status as a variable annuity contract under federal tax law and to protect you
and other contract Owners in the Investment Portfolios from adverse tax
consequences.
Qualified Contracts
Annuity contracts purchased through tax qualified plans are subject to limitations imposed by the Code and regulations as a condition of tax qualification.
There are various types of tax qualified plans which have certain beneficial tax
consequences for contract Owners and plan participants.
Types of Qualified Plans
The following list includes individual account-type plans which may hold an annuity contract as described in the Prospectus. Except for Traditional IRAs and Roth
IRAs, they are established by an employer for participation of its employees.
IRA
A traditional IRA is
established by an individual under Section 408(a) or 408(b) of the Code. See also Roth IRAs
below.
SIMPLE IRA
Established by a for-profit
employer with 100 or fewer employees that does not maintain another retirement plan. A
SIMPLE IRA, established under section 408(p) of the Code, is based on IRA accounts for each participant.
SEP
Established by a for-profit
employer under Section 408(k) of the Code, based on IRA accounts for each participant.
Generally, only employers make contributions. If the SEP IRA permits non-SEP contributions,
an employee can make regular IRA contributions (including IRA catch up contributions) to
the SEP IRA, up to the maximum annual limit.
401(k), 401(a)
Established by for-profit
employers, Section 501(c)(3) tax exempt and non-tax exempt entities, Indian Tribes.
403(b) or Tax Sheltered Annuity (“TSA”)
Established by Section
501(c)(3) tax exempt entities, public schools (K-12), public colleges, universities, churches, synagogues and mosques.
457(b) - Governmental Sponsor
Established by state and local
governments, public schools (K-12), public colleges and universities.
457(b) - Non-Governmental Sponsor
Established by a tax-exempt
entity. Under a non-governmental plan, which must be a tax-exempt entity under Section
501(c) of the Code, all investments of the plan are owned by and are subject to the claims of the general creditors of the sponsoring employer. In general, all amounts received under a non-governmental
Section 457(b) plan are taxable and are subject to federal income tax withholding as
wages.
Additional Information Regarding 457(b) Plans
A 457(b) plan may
provide a one-time election to make special one-time “catch-up” contributions in one or more of the participant’s last three taxable years ending before the participant’s normal
retirement age under the plan. Participants in governmental 457(b) plans may make two types
of catch up contributions, the age 50 or older catch-up and the special one-time catch-up contribution. However, both catch up contribution types cannot be made in the same taxable year. In general,
contribution limits with respect to elective deferral and to age 50 plus catch-up
contributions are not aggregated with contributions under the other types of qualified
plans for the purposes of determining the limitations applicable to participants.
403(a) Annuity Plans
Similar in structure to 401(a)
plans except that, instead of trusts, annuity contracts are the funding vehicle.
Roth Accounts
Individual or employee plan
contributions made to certain plans on an after-tax basis. An IRA may be established as a
Roth IRA under Section 408A, and 401(k), 403(b) and 457(b) plans may provide for Roth
accounts. Contributions to a Roth IRA are limited based on the level of your modified
adjusted gross income.
Comparison of Plan Limits for Individual Contributions:
(1)
IRA: elective contribution to all traditional and Roth IRAs: $6,500; catch-up contribution: $1,000
(2)
SIMPLE IRA: elective contribution: $15,500; catch-up contribution:
$3,500
(3)
401(k): elective contribution: $22,500; catch-up contribution:
$7,500
(4)
SEP/401(a): (employer contributions only)
(5)
403(b) (TSA): elective contribution: $22,500; catch-up
contribution: $7,500
(6)
457(b): elective contribution: $22,500; catch-up contribution:
$7,500
Dollar limits are for
2023 and subject to cost-of-living adjustments in future years. Employer-sponsored individual account plans (other than 457(b) plans) may
provide for additional employer contributions such that total annual plan contributions do
not exceed the lesser of $66,000 and 100% of an employee’s compensation for 2023.
ERISA
If your plan is subject to ERISA and you are married, the income payments, withdrawal provisions, and methods of payment of the death benefit under your contract
may be subject to your spouse’s rights as described below.
Generally, the spouse must give qualified consent whenever you:
(a)
choose income payments other than on a qualified joint and survivor annuity basis (“QJSA”) (one under which we make payments to you during your
lifetime and then make payments reduced by no more than 50% to your spouse for his or her
remaining life, if any): or choose to waive the qualified pre-retirement survivor annuity
benefit (“QPSA”) (the benefit payable to the surviving spouse of a participant who dies with a vested interest in an accrued retirement benefit under the plan before payment of the benefit has
begun);
(b)
make certain withdrawals under plans for which a qualified consent is required;
(c)
name someone other than the spouse as your Beneficiary; or
(d)
use your accrued benefit as security for a loan, if available, exceeding $5,000.
Generally, there is no limit to the number of your
elections as long as a qualified consent is given each time. The consent to waive the QJSA
must meet certain requirements, including that it be in writing, that it acknowledge the
identity of the designated Beneficiary and the form of benefit be selected, dated, signed
by your spouse, witnessed by a notary public or plan representative, and that it be in a
form satisfactory to us. The waiver of the QJSA generally must be executed during the 180
day period (90 days for certain loans) ending on the date on which income payments are to
commence, or the withdrawal or the loan is to be made, as the case may be. If you die before benefits commence, your surviving spouse will be your Beneficiary unless he or she has given a qualified consent
otherwise.
The qualified consent to waive the QPSA benefit and the Beneficiary designation must be made in writing
that acknowledges the designated Beneficiary, dated, signed by your spouse, witnessed by a
notary public or plan representative and in a form satisfactory to us. Generally, there is
no limit to the number of Beneficiary designations as long as a qualified consent accompanies each
designation. The
waiver of, and the qualified consent for, the QPSA benefit generally may not be given until the plan year in which you attain age 35. The waiver period for the QPSA ends on the date of your death.
If the present
value of your benefit is worth $5,000 or less, your plan generally may provide for distribution of your entire interest in a lump sum without spousal consent.
Federal Estate Taxes
While no
attempt is being made to discuss the federal estate tax implications of the contract, you should bear in mind that the value of an annuity contract owned by a decedent and payable to a Beneficiary by virtue of
surviving the decedent is included in the decedent’s gross estate. Depending on the
terms of the annuity contract, the value of the annuity included in the gross estate may be the value of the lump sum payment payable to the designated Beneficiary or the actuarial value of the payments to
be received by the Beneficiary. Consult an estate planning adviser for more
information.
Generation-Skipping Transfer Tax
Under certain circumstances, the Code may impose a “generation-skipping transfer tax” when all or part of an annuity contract is transferred
to, or a death benefit is paid to, an individual two or more generations younger than the
contract Owner. Regulations issued under the Code may require us to deduct the tax from
your contract, or from any applicable payment, and pay it directly to the IRS.
SECURE 2.0 Act Considerations
As part of the Consolidated Appropriations Act, 2023, Congress passed the SECURE 2.0 Act of 2022 (the “Act”) which was signed into law on December
29, 2022. The Act includes many provisions updating the Code affecting employer sponsored
qualified plans and IRAs, including provisions that become effective immediately and provisions which become effective in later years through 2033. For example, the Act includes provisions affecting
required minimum distribution (RMD), certain contribution and other limits affecting IRAs
and qualified plans, as well as provisions providing new exceptions to the 10% federal
income tax penalty for “early” distributions which may also provide for the
ability to recontribute such early distributions to an IRA or qualified plan (subject to the
provisions of the Code, the qualified plan/IRA, the Contract and our administrative rules).
This prospectus does not attempt to provide a complete discussion of the Act and its
provisions. Individuals should consult with a qualified tax adviser.
Annuity Purchase Payments By Nonresident Aliens and Foreign Entities
The discussion above provides general information regarding U.S. federal income tax consequences to annuity purchasers that are U.S. citizens or
residents. Purchasers that are not U.S. citizens or residents will generally be subject to
U.S. federal withholding tax on taxable distributions from annuity contracts at a 30% rate, unless a lower treaty rate applies. In addition, purchasers may be subject to state and/or municipal taxes and
taxes that may be imposed by the purchaser’s country of citizenship or residence.
Prospective purchasers are advised to consult with a qualified tax adviser regarding U.S., state and foreign taxation with respect to an annuity contract purchase.
FINANCIAL
STATEMENTS
The financial statements of the Company should be considered only as bearing upon the ability of the
Company to meet its obligations under the contract.
PART C - OTHER INFORMATION
Participation Agreement among AIM Variable
Insurance Funds, AIM Distributors, Inc., The Travelers Insurance Company, The Travelers Life
and Annuity Company and Travelers Distribution LLC effective October 1, 2000 and Amendments
to the Participation Agreement (respectively effective May 1, 2003, March 31, 2005 and April
28, 2008). Incorporated herein by reference to MetLife of CT Separate Account Eleven for Variable
Annuities’ Post-Effective Amendment No. 19 to Form N-4 (File Nos. 333-101778 and 811-21262)
filed electronically on
April 7, 2009.
Participation Agreement among The Travelers
Insurance Company, The Travelers Life and Annuity Company, Travelers Distribution LLC, Scudder
Variable Series II, Scudder Distributors, Inc. and Deutsche Asset Management effective June
5, 2001 and Amendments to the Participation Agreement (respectively effective August 1, 2003,
December 2, 2003, May 3, 2004, November 2, 2004 and December 20, 2004). Incorporated herein
by reference to MetLife of CT Separate Account Eleven for Variable Annuities’ Post-Effective
Amendment No. 19 to Form N-4 (File Nos. 333-101778 and 811-21262) filed electronically on April 7, 2009.
ITEM 28.
DIRECTORS AND OFFICERS OF THE DEPOSITOR
The following are the Officers and Directors who are engaged directly or indirectly in activities relating to the Registrant or the variable annuity contracts offered by the Registrant and the executive officers of the Company:
Name and Principal Business Address |
Positions and Offices with Depositor |
Eric Steigerwalt
11225 North Community House Road
Charlotte, NC 28277 |
Chairman of the Board, President, Chief Executive Officer and a Director |
Myles Lambert
11225 North Community House Road
Charlotte, NC 28277 |
Director and Vice President |
|
David A. Rosenbaum
11225 North Community House Road
Charlotte, NC 28277 |
Director and Vice President |
Jonathan Rosenthal
334 Madison Avenue Morristown, NJ 07960 |
Director, Vice President and Chief Investment Officer |
|
Edward A. Spehar
11225 North Community House Road
Charlotte, NC 28277 |
Director, Vice President and Chief Financial Officer |
Michele Abate
125 High Street, Suite 732
Boston, MA 02110 |
|
Devon Arendosh
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Chief Information Security Officer |
David Chamberlin
12802 Tampa Oaks Boulevard, Suite 447
Temple Terrace, FL 33637 |
|
Patrisha Cox
11225 North Community House Road
Charlotte, NC 28277 |
|
Andrew DeRosa
334 Madison Avenue, Floor 3
Morristown, NJ 07960 |
|
|
David Dooley 334
Madison Avenue, Floor 3 Morristown, NJ 07960 |
|
Meghan Doscher
11225 North Community House Road
Charlotte, NC 28277 |
|
Micah Dowling
11225 North Community House Road
Charlotte, NC 28277 |
|
Lynn Dumais
11225 North Community House Road
Charlotte, NC 28277 |
|
Tara Figard
11225 North Community House Road
Charlotte, NC 28277 |
|
Gianna H. Figaro-Sterling 11225 North Community House Road Charlotte, NC 28277 |
Vice President and Controller |
Kevin Finneran
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Illustration Officer |
Jason Frain
11225 North Community House Road
Charlotte, NC 28277 |
|
Tyler Gates
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Appointed Actuary |
James Grady 334
Madison Avenue, Floor 3 Morristown, NJ 07960 |
|
|
Jeffrey Halperin
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Chief Compliance Officer |
Christopher Hartsfield 11225 North Community House Road Charlotte, NC 28277 |
Vice President and Assistant Secretary |
James Hoffman
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Illustration Actuary |
Jeffrey Hughes
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Chief Technology Officer |
Jacob Jenkelowitz
285 Madison Avenue, Suite 1400
New York, NY 10017 |
Vice President and Secretary |
Donald Leintz
11225 North Community House Road
Charlotte, NC 28277 |
|
John Lima 334
Madison Avenue, Floor 3 Morristown, NJ 07960 |
Chief Derivatives Officer |
Allie Lin 11225
North Community House Road Charlotte, NC 28277 |
|
Philip Melville
334 Madison Avenue, Floor 3
Morristown, NJ 07960 |
Vice President and Chief Risk Officer |
|
Janet Morgan
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Treasurer |
Gerard Nigro
11225 North Community House Road
Charlotte, NC 28277 |
|
Alan Otis 125
High Street, Suite 732 Boston, MA 02110 |
|
James Painter
11225 North Community House Road
Charlotte, NC 28277 |
|
Melissa Pavlovich
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Tax Director |
Phillip Pfotenhauer 12802 Tampa Oaks Boulevard, Suite 447 Temple Terrace, FL 33637 |
|
Marc Pucci 334
Madison Avenue, Floor 3 Morristown, NJ 07960 |
|
|
Kristi Slavin
125 High Street, Suite 732
Boston, MA 02110 |
|
Gregor Speakman
11225 North Community House Road
Charlotte, NC 28277 |
|
|
Marcy Thailer
11225 North Community House Road
Charlotte, NC 28277 |
Vice President – Dividend Actuary |
|
Kristine Toscano
11225 North Community House Road
Charlotte, NC 28277 |
Vice President and Chief Accounting Officer |
|
Julienne Warr
11225 North Community House Road
Charlotte, NC 28277 |
|
Natalie Wright
11225 North Community House Road
Charlotte, NC 28277 |
|
Item 29.
Persons Controlled by or Under Common Control with the Depositor or the
Registrant
The Registrant is a separate account of Brighthouse Life Insurance Company (“BLIC” or the
“Company”) under Delaware insurance law. BLIC is an indirect, wholly-owned subsidiary of Brighthouse Financial, Inc., a publicly-traded company. The following outline indicates those entities that are controlled by Brighthouse Financial, Inc. or are under the
common control of Brighthouse Financial, Inc.
No person is controlled by the Registrant, and none of the entities listed below files financial statements that are
consolidated with the Registrant's financial statements. The Registrant does not have any subsidiaries.
ORGANIZATIONAL STRUCTURE OF BRIGHTHOUSE FINANCIAL, INC. AND SUBSIDIARIES
AS OF DECEMBER 31, 2022
The following is
a list of subsidiaries of Brighthouse Financial, Inc. as of December 31, 2022.
The entity which is listed at the left margin (labeled with a capital letter) is a direct subsidiary of Brighthouse Financial,
Inc. (DE)
Each entity which is indented under another entity is a subsidiary of such other entity and, therefore, an indirect subsidiary of Brighthouse Financial, Inc.
The voting securities of the
subsidiaries listed are 100% owned by their respective parent companies. The jurisdiction of domicile of each subsidiary listed is set forth in the parenthetical following the name of such subsidiary. All of the entities listed below are included in the consolidated financial statements of Brighthouse
Financial, Inc. Each of the entities listed under Section 2 is included in the consolidated financial statements of Brighthouse Life Insurance Company. Both Brighthouse Financial, Inc. and
Brighthouse Life Insurance Company file consolidated financial statements with the SEC pursuant to the Securities Exchange Act of 1934, as
amended.
| |
Brighthouse Holdings, LLC (DE) |
| |
|
New England Life Insurance Company (MA) |
| |
|
Brighthouse Life Insurance Company (DE) |
| |
|
|
|
Brighthouse Reinsurance Company of Delaware (DE) |
| |
|
|
|
Brighthouse Life Insurance Company of NY (NY) |
| |
|
|
|
BLICNY Property Ventures, LLC
(DE) |
| |
|
|
|
Brighthouse Connecticut Properties Ventures, LLC (DE) |
| |
|
|
|
Brighthouse Renewables Holdings, LLC (DE) |
| |
|
|
|
Greater Sandhill I, LLC (DE)
|
| |
|
|
|
Daniel/Brighthouse Midtown Atlanta Master Limited Liability Company (DE) |
| |
|
|
|
|
| |
|
|
|
Brighthouse Assignment Company (CT) |
| |
|
|
|
|
| |
|
|
|
TIC European Real Estate LP, LLC (DE) |
| |
|
|
|
Euro TL Investments LLC (DE) |
| |
|
|
|
|
| |
|
|
|
The Prospect Company, LLC (DE)
|
| |
|
|
|
Euro TI Investments LLC (DE) |
| |
|
|
|
|
| |
|
|
|
BLIC Property Ventures, LLC (DE) |
| |
|
Brighthouse Securities, LLC (DE) |
| |
|
Brighthouse Services, LLC (DE) |
| |
|
Brighthouse Investment Advisers, LLC (DE) |
Pursuant to applicable provisions of Brighthouse Life Insurance Company’s by-laws or internal corporate policies
adopted by Brighthouse Life Insurance Company or Brighthouse Financial, Inc., its ultimate parent, the directors,
officers and other controlling persons of Brighthouse Life Insurance Company and of Brighthouse Life Insurance
Company’s affiliate and the underwriter, Brighthouse Securities, LLC, who are made or threatened to be made a party to an action or proceeding, may be eligible to obtain indemnification against judgments, fines, amounts paid in settlement
and reasonable expenses, including attorneys’ fees, incurred as a result of such action or proceeding. Under the principal underwriting agreement between Brighthouse Life
Insurance Company and Brighthouse Securities, LLC, the parties have agreed to indemnify each other against certain liabilities and expenses from legal proceedings arising out of Brighthouse Securities LLC’s distribution of the Contracts.
Brighthouse Financial, Inc. also maintains directors and officers and professional liability insurance policies under
which the Registrant, the Depositor and the Underwriter, as well as certain other Brighthouse subsidiaries, are
covered. Brighthouse Financial, Inc. also has secured a financial institutions bond.
Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to
directors, officers and controlling persons of the Company pursuant to the foregoing provisions, or otherwise, the Company has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Company of expenses
incurred or paid by a director, officer or controlling person of the Company in the successful defense of any action, suit or proceeding) is asserted by such director, officer
or controlling person in connection with the securities being registered, the Company will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question
whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Item 31.
Principal Underwriters
(a)
Brighthouse
Securities, LLC is the principal underwriter for the following investment companies (including the Registrant):
Brighthouse Fund UL for Variable Life Insurance
Brighthouse Fund UL III for Variable Life
Insurance
Brighthouse Funds Trust I
Brighthouse Funds Trust II
Brighthouse Separate Account A
Brighthouse Separate Account Eleven for Variable
Annuities
Brighthouse Separate Account QPN for Variable Annuities
Brighthouse Variable Annuity Account B
Brighthouse Variable Annuity Account
C
Brighthouse Variable Life Account A
Brighthouse Variable Life Account
One
New England Variable Annuity Separate Account
New England Variable
Life Separate Account
(b)
Brighthouse Securities, LLC is the principal underwriter for the Contracts. The following persons are the officers and
managers of Brighthouse Securities, LLC. The principal business address for Brighthouse Securities, LLC is 11225 North Community House Road, Charlotte, NC 28277.
Name and Principal Business Address |
Positions and Offices with Underwriter |
Myles Lambert
11225 North Community House Road |
Manager, President and Chief Executive Officer |
Philip Beaulieu
11225 North Community House Road |
Manager and Vice President |
Melissa Cox
11225 North Community House Road |
Manager and Vice President |
Amy Cusson 11225
North Community House Road |
|
Michael Davis
11225 North Community House Road |
Manager and Vice President |
Meghan Doscher
11225 North Community House Road |
|
Kevin Macilvane, Jr. 11225 North Community House Road |
|
Gerard Nigro
11225 North Community House Road |
Manager and Vice President |
Jeffrey Halperin
11225 North Community House Road |
Vice President, General Counsel and Chief Compliance Officer |
Christopher Hartsfield 11225 North Community House Road |
Vice President and Assistant Secretary |
Jacob Jenkelowitz
285 Madison Avenue, Suite 1400 |
Vice President and Secretary |
John John Martinez
11225 North Community House Road |
Principal Financial Officer |
Donald Leintz
11225 North Community House Road |
|
John Lima 334
Madison Avenue, Floor 3 |
Vice President and Chief Derivatives Officer |
Janet Morgan
11225 North Community House Road |
Vice President and Treasurer |
Melissa Pavlovich
11225 North Community House Road |
Vice President and Tax Director |
(c)
Compensation to the Distributor. The following aggregate amount of commissions and other compensation was received by the
Distributor, directly or indirectly, from the Registrant and the other separate accounts of the Depositor, which also issue variable annuity contracts, during their last fiscal
year:
(1) Name of Principal Underwriter |
(2) Net Underwriting Discounts
And Commissions |
(3) Compensation On
Redemption |
(4) Brokerage Commissions
|
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Brighthouse Securities, LLC |
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Item 32.
Location of Accounts and Records
Omitted.
Item 33.
Management Services
Not Applicable.
Item 34.
Fee Representation
Brighthouse Life Insurance Company (the "Company") hereby represents that the fees and charges deducted under the Contracts,
in the aggregate, are reasonable in relation to the services rendered, the expenses to be incurred, and the risks assumed by the Company.
The Company hereby represents that
it is relying upon the Securities and Exchange Commission No-Action Letter issued to the American Council of Life Insurance dated November 28, 1988 (Commission ref. IP-6-88) and
that the following provisions have been complied with:
1.
Include appropriate disclosure regarding the redemption restrictions imposed by Section
403(b)(11) in each registration statement, including the prospectus, used in connection with the offer of the contract;
2.
Include appropriate disclosure regarding the redemption restrictions imposed by Section 403(b)(11) in any sales literature
used in connection with the offer of the contract;
3.
Instruct sales representatives who solicit participants to purchase the contract specifically
to bring the redemption restrictions imposed by Section 403(b)(11) to the attention of the potential participants;
4.
Obtain from each plan participant who purchases a Section 403(b) annuity contract, prior to or at the time of such purchase,
a signed statement acknowledging the participant's understanding of (1) the restrictions on redemption imposed by Section 403(b)(11), and (2) other investment alternatives
available under the employer's Section 403(b) arrangement to which the participant may elect to transfer his contract value.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the City of Charlotte, and State of North Carolina, on this 13th day of April,
2023.
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BRIGHTHOUSE VARIABLE ANNUITY ACCOUNT C
(Registrant) |
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BRIGHTHOUSE LIFE INSURANCE COMPANY |
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Donald A. Leintz Vice President |
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BRIGHTHOUSE LIFE INSURANCE COMPANY |
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Donald A. Leintz Vice President |
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated on April 13, 2023.
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Chairman of the Board, President, Chief Executive Officer
and a Director |
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Director, Vice President and Chief Financial Officer
|
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Vice President and Chief Accounting Officer |
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/s/ Gianna H. Figaro-Sterling* |
Vice President and Controller |
Gianna H. Figaro-Sterling |
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Michele H. Abate, Attorney-In-Fact April 13, 2023 |
*
Brighthouse Life Insurance Company. Executed by Michele H. Abate, Esquire on behalf of those indicated pursuant to powers of attorney filed herewith.
INDEX TO EXHIBITS
(c)(v)
Form of Brighthouse Securities, LLC Sales Agreement
(l)
Consent of Independent Registered Public Accounting Firm (Deloitte & Touche
LLP)
BRIGHTHOUSE SECURITIES, LLC
SALES AGREEMENT
This
agreement, including the exhibits attached hereto (collectively the “Agreement”) is made, entered into and effective as of , (“Effective Date”)
by and among Brighthouse Securities, LLC, a Delaware corporation (the “Principal Underwriter”), and (the
“Broker”) that is registered as a broker dealer with the Securities and Exchange Commission (“SEC”) under the Securities Exchange Act of 1934, as amended, (the “1934 Act”) and a member of the Financial Industry
Regulatory Authority (“FINRA”) and is also either licensed as an insurance agency or is affiliated with one or more validly licensed insurance agencies.
WITNESSETH:
WHEREAS, Principal Underwriter and its Affiliates (as hereafter defined) issue or provide access to certain insurance and financial
products;
WHEREAS, Broker sells and services insurance and financial products and wishes to sell and service certain of Principal
Underwriter’s and its Affiliates insurance and financial products;
WHEREAS, Principal Underwriter proposes to compensate
Broker for such sales and servicing;
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, the
parties hereto agree as follows:
ARTICLE I.
DEFINITIONS
Section 1.1. The following terms, when used in this Agreement, shall have the meanings set forth in this Article I. Other terms may be
defined throughout this Agreement. Definitions shall be deemed to refer to the singular or plural as the context requires:
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(a) |
Affiliate - Any entity that directly or indirectly controls, is controlled by or is under common control
with Principal Underwriter or Broker, as applicable, including, without limitation, any entity that owns 25% or more of the voting securities of any of the foregoing and any entity that is a subsidiary of any of the foregoing. |
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(b) |
Agency - Those agencies identified in Exhibit C hereto, which are properly licensed to participate in the
business of insurance. |
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(c) |
Applicable Law - Shall have the meaning given to such term in Article IV of this Agreement.
|
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(d) |
Business Day - Any day other than a Saturday, Sunday or a federal legal holiday. |
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Sales Agreement – 7-19 NY
(e) Confidential Information - Includes without
limitation, (i) statistical, premium rate and other information that is identified by Principal Underwriter as commercially valuable, confidential, proprietary or a trade secret, including but not limited to information regarding Principal
Underwriter’s systems and rating methodology; and (ii) any information identified in writing by a party as confidential at the time the information is divulged to the other party.
Confidential Information does not include any information, written or oral, which (i) at the time of disclosure or
thereafter is generally available in the public domain (other than as a result of a disclosure in violation of this Agreement), (ii) has been received, obtained, developed or created by the receiving party independently from the performance of its
obligations under this Agreement, or (iii) was made available to the receiving party on a non-confidential basis from a source other than the disclosing party, provided that such source is not and was not
bound by an independent obligation of confidentiality.
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(f) |
Contracts - Those contracts and policies that are identified on Exhibits A and B attached hereto, which
Exhibits may be amended at any time by Principal Underwriter in its sole discretion. |
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(g) |
Customer Complaint - Shall have the meaning given to such term in Section 6.2 of this Agreement.
|
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(h) |
Customer Information - Information in electronic, paper or any other form that Broker or its representatives
obtained, had access to or created in connection with its obligations under this Agreement regarding individuals who applied for or purchased Principal Underwriter’s products. Customer Information includes Nonpublic Personal Information, as
defined below in paragraph (j), and Protected Health Information, as defined in paragraph (m). Customer Information may also include, but is not limited to, information such as the individual’s name, address, telephone number, social security
number, as well as the fact that the individual has applied for, is insured under, or has purchased a Principal Underwriter product. Customer Information does not, however, include information that is (i) generally available in the public
domain (other than as a result of a disclosure in violation of this Agreement) and is derived or received from such public sources by Broker; (ii) received, obtained, developed or created by the Broker independently from the performance of its
obligations under this Agreement; (iii) disclosed to the Broker by a Third Party, provided such disclosure was made to Broker without any violation of an independent obligation of confidentiality or Applicable Law. |
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(i) |
HIPAA - The Health Insurance Portability and Accountability Act of 1996, as now in force or hereafter
amended, and all related regulations. |
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(j) |
Nonpublic Personal Information - Nonpublic personal information means financial or health related
information by which a financial institution’s consumers and customers are individually identifiable, including but not limited to nonpublic personal information as defined by Title V of the Gramm-Leach-Bliley Act and regulations adopted
pursuant to the Act. |
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(k) |
Non-variable Contracts - Those Contracts that include, without
limitation, non-variable rate annuity contracts, non-variable life insurance policies, long term care insurance and other fixed insurance contracts, issued by Principal
Underwriter or its Affiliates, as identified in Exhibit B, which Exhibit may be amended at any time by Principal Underwriter in its sole discretion. |
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(l) |
Prospectus - The prospectuses and statements of additional information included within the Registration
Statements referred to herein or filed pursuant to the Securities Act of 1933 and the Investment Company Act of 1940, as amended. |
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(m) |
Protected Health Information (“PHI”) - Information related to individuals who have applied for,
have purchased or are insured under Principal Underwriter products that are considered to be health plans |
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Sales Agreement – 7-19 NY
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subject to HIPAA, such as Principal Underwriter’s long-term care insurance policies and riders, for the purposes of this Agreement and, consistent with regulations issued pursuant to HIPAA.
PHI is defined as individually identifiable information that is transmitted or maintained in any medium and relates to: the past, present or future physical or mental health or condition of an individual; the provision of health care to an
individual; or future payment for the provision of health care to the individual. This definition of PHI includes demographic information about the individual, including, but not limited to, names, geographic subdivisions smaller than a state
(including but not limited to street addresses and ZIP codes); all elements of dates (except year) for dates directly related to an individual, including but not limited to birth date; telephone numbers; fax numbers; electronic mail (E-mail) addresses; Social Security numbers; medical record numbers; health plan beneficiary numbers; account numbers; certificate/license numbers; vehicle identifiers and serial numbers, including license plate
numbers; device identifiers and serial numbers; Web Universal Resource Locators; Internet Protocol address numbers; biometric identifiers, including finger and voice prints; full face photographic images and any comparable images; and any other
unique identifying number, characteristic, or code. |
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(n) |
Registration Statements - Registration statements and amendments thereto filed with the SEC relating to the
Variable Contracts, including those for any underlying investment vehicle or variable insurance rider. |
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(o) |
Representatives - Those individuals, accepted by Principal Underwriter or its Affiliates to solicit and sell
Contracts under the terms of this Agreement, who are licensed and appointed as a life insurance agent of Principal Underwriter or its Affiliates, and with respect to registered products, are also registered with Broker in compliance with the 1934
Act. |
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(p) |
Security Incident - The attempted or successful unauthorized access, use, disclosure, modification, or
destruction of information or interference with system operations in an information system. |
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(q) |
Third Party - A party that is not a signatory to this Agreement. |
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(r) |
Unsecured Protected Health Information - Shall have the meaning assigned to such term in 45 CFR §
164.402, limited however, to the information that Broker creates, accesses, or receives on behalf of Principal Underwriter or its Affiliates. |
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(s) |
Variable Contracts - Those Contracts that include variable life insurance policies, variable annuity
contracts, variable insurance riders and other variable insurance contracts, issued by Principal Underwriter or its Affiliates, as identified in Exhibit A, which Exhibit may be amended at any time by Principal Underwriter in its sole discretion.
|
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(t) |
1933 Act - The Securities Act of 1933, as amended. |
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(u) |
1934 Act - The Securities Exchange Act of 1934, as amended. |
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ARTICLE II
AUTHORIZATIONS, REPRESENTATIONS, AND COVENANTS OF PRINCIPAL UNDERWRITER
Section 2.1. Authorization. Principal Underwriter represents that it is duly authorized, on behalf of itself and each Affiliate
that issues or provides access to the Contracts, to enter into this Agreement with Broker to distribute such Contracts.
Section 2.2.
Solicitation of Applications.
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(a) |
Solicit Non-variable Contract Applications. Principal Underwriter authorizes Broker through its
Representatives to solicit applications for the Non-variable Contracts, provided that (i) Broker shall not solicit applications for Non-variable Contracts except in
those states where it and its Representatives are appropriately licensed; (ii) in which the Non-variable Contracts are qualified for sale under Applicable Law; and (iii) Broker complies in all other
respects with the published policies and procedures of Principal Underwriter or its Affiliates, as applicable, and with the terms of this Agreement. |
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(b) |
Solicit Variable Contract Applications. Principal Underwriter authorizes Broker through its Representatives
to offer and sell the Variable Contracts, provided that (i) Broker shall not solicit applications for Variable Contracts except in those states where it is and its Representatives are appropriately licensed; (ii) there is an effective
Registration Statement relating to such Variable Contracts; (iii) such Variable Contracts are qualified for sale under Applicable Law in such state in which the sale or solicitation is to take place; and (iv) Broker complies in all other
respects with the published policies and procedures of Principal Underwriter and its Affiliates, and with the terms of the Agreement. |
Section 2.3. Required Notices to Broker. Principal Underwriter shall notify Broker or its designee of the issuance by the SEC of
any stop order with respect to a Registration Statement or the initiation of any proceeding by the SEC relating to the registration and/or offering of Variable Contracts and of any other action or circumstances that makes it no longer lawful for
Principal Underwriter or its Affiliates to offer or issue one or more of Variable Contracts. Principal Underwriter shall advise Broker of any revision of or supplement to any Prospectus related to the Variable Contracts or underlying investments of
such Variable Contracts.
Section 2.4. Rights of Principal Underwriter. Without limiting Principal Underwriter and its
Affiliates absolute control of their business and operations or other rights under this Agreement, Principal Underwriter and its Affiliates shall specifically retain authority to:
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a) |
refuse for any reason to appoint a Representative and cancel any existing appointment at any time;
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b) |
direct the marketing of its financial and insurance products and services; |
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c) |
refuse to issue any Product; |
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d) |
underwrite all insurance policies issued by it; |
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f) |
handle all matters involving claims adjusting and payment; |
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g) |
prepare all policy forms and amendments; |
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h) |
maintain custody of, responsibility for and control of all investments; and |
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i) |
withdraw a Contract from sale or change or amend a Contract at Principal Underwriter’s discretion.
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Section 2.5. Broker’s Access to Copies of Documents. During the term of this Agreement, Principal
Underwriter shall provide Broker, without charge and when applicable, with as many copies of the Contract prospectus(es), current underlying mutual fund prospectus(es), statements of additional information and applications for the Contracts, as
Broker may reasonably request. Upon receipt from Principal Underwriter of updated copies of the Contract prospectus(es), current underlying mutual fund prospectus(es), statements of additional information and applications for the Contracts, Broker
shall promptly discard or destroy all copies of such documents previously provided to them, except such copies as are needed for purposes of maintaining records as may be required in Article VII and by Applicable Law. Upon termination of this
Agreement, Broker shall promptly return to Principal Underwriter all Contract prospectus(es), current underlying mutual fund prospectus(es), statements of additional information, Contract applications and other materials and supplies furnished by
Principal Underwriter to Broker or to its Representatives, except for copies required for maintaining records as may be required in Article VII and by Applicable Law.
Section 2.6. Advertising Material. During the term of this Agreement, Principal Underwriter or its Affiliates shall be responsible
for providing and approving all promotional, sales and advertising material to be used by Broker. Principal Underwriter shall file such materials or shall cause such materials to be filed with the SEC, FINRA, and any state securities or insurance
regulatory authorities, as required by Applicable Law.
Section 2.7. Marketing Reports. Principal Underwriter or its Affiliate
shall compile periodic marketing reports summarizing sales results to the extent reasonably requested by Broker.
ARTICLE III
REPRESENTATIONS AND COVENANTS OF BROKER
Section 3.1. Appointment of Broker. Broker shall solicit, sell and service the Contracts and shall use commercially reasonable
efforts to find suitable purchasers for the Contracts. Broker represents and warrants that it shall only offer Contracts in those states where it or its Agency is appropriately licensed and has obtained any other appointments, approvals, licenses,
authorizations, orders or consents which are necessary to enter into this Agreement and to perform its duties hereunder.
Section 3.2. Licenses, Appointments and Approvals. Broker represents and warrants that it is a registered broker-dealer under the
1934 Act, has all necessary broker-dealer licenses, is a member in good standing with the FINRA, and is licensed as an insurance broker and has obtained any other approvals, licenses, authorizations, orders or consents which are necessary to enter
into this Agreement and to perform its duties hereunder. Broker further represents that its Representatives who shall be soliciting applications for the Contracts, whether alone or jointly with representatives of Principal
Underwriter or its designee, shall at all times be appropriately registered and/or licensed as required by Applicable Law and shall comply with all requirements of Applicable Law. Broker further represents that neither it nor any of its
Representatives are currently under investigation by any insurance regulator, FINRA, any other self-regulatory organization or other governmental authority, including but not limited to the SEC and Departments of Insurance (except for any
investigations of which it has notified Principal Underwriter in writing). Broker further represents that it shall notify Principal Underwriter of the existence and subject matter of any formal or informal investigation of Broker or any of its
agents that is commenced by any insurance regulator, FINRA or SEC, any other self-regulatory organization or other governmental authority, in connection with the sale of the Contracts. Broker further represents that it shall immediately notify
Principal Underwriter in writing if it or any of its Representatives have any of their respective licenses, which are required under this Agreement for the solicitation of, sale of or provision of services to the Contracts, surrendered, removed,
revoked, cancelled or suspended, whether voluntarily or involuntarily.
Section 3.3. Policies and Procedures. Broker shall
comply with the policies and procedures of Principal Underwriter and its Affiliates with respect to the solicitation, sales and administration of Contracts and services Broker and Representatives are authorized to sell and service under the
Agreement, including, but not limited to, privacy policies
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and procedures, as those policies and procedures may be provided to Broker by Principal Underwriter from time to time.
Section 3.4. Disclosure of Relationship with Principal Underwriter and Disclosure of Compensation. If and as required by
Applicable Law, Broker shall disclose in writing to each applicant for a Contract Broker’s relationship with Principal Underwriter and the compensation, and anything of value, Broker receives from Principal Underwriter for the services
performed under this or any other Agreement. Principal Underwriter reserves the right to disclose to its purchasers of Contracts, and potential purchasers of Contracts, details regarding compensation, and anything of value, it, and any Principal
Underwriter affiliate, may pay to Broker, or any of its affiliates, under this Agreement and any other agreement.
Section 3.5.
Education, Training, Supervision and Control of Representatives. Broker shall train, supervise and be solely responsible for the conduct of its Representatives in their solicitation and servicing activities in connection with the Contracts,
and shall supervise Representatives’ strict compliance with Applicable Law, as well as the rules and procedures of Principal Underwriter pertaining to the solicitation, sale and submission of applications for the Contracts and the provision of
services relating to the Contracts. Broker shall conduct background investigations of its current and proposed new Representatives to determine their qualifications, good character and moral fitness to sell the Contracts and shall provide Principal
Underwriter with copies of such investigations upon Principal Underwriter’s written request. Likewise, Broker is solely liable for the acts and omissions of its Representatives in the course of conducting its business.
Section 3.6. Broker/Representative Communications. Neither Broker nor any of its Representatives, are authorized by Principal
Underwriter or its Affiliates to give any information or make any representation in connection with this Agreement or the offering of the Contracts other than those contained in the Contract, Prospectus, or promotional material authorized for use in
writing by Principal Underwriter or its Affiliates. Broker shall not make any representations or give information that is not contained in the Contract, Prospectus or promotional material of the Contracts.
Section 3.7. Suitability Requirements. Broker shall establish and maintain a system to supervise its Representatives reasonably
designed to ensure that, in making a recommendation to purchase a Contract (including as a part of an exchange), the Representative has reasonable grounds to believe that, based on facts disclosed by the purchaser, the purchase of the Contract is
suitable for the purchaser as and to the extent required by Applicable Law. As part of the supervisory system, Broker shall maintain written procedures and conduct periodic reviews of its records that are reasonably designed to achieve compliance
with these requirements. Broker shall be solely responsible for determining the suitability of recommendations to purchase a Contract made by its Representatives in accordance with Applicable Law, and shall, upon a reasonable written request from
Principal Underwriter, provide written documentation of such process, including without limitation the certifications required in Section 4.3. To the extent required by Applicable Law and upon written request from Principal Underwriter, Broker
shall promptly provide documentation and other information reasonably necessary to allow Principal Underwriter or its Affiliates to determine that Broker is performing the required functions described above.
Section 3.8. Application Review. Broker shall review diligently all Contract applications for accuracy and completeness and for
compliance with the conditions herein, including the suitability and prospectus delivery requirements, and shall take all reasonable and appropriate measures to ensure that applications submitted to Principal Underwriter are accurate, complete,
compliant with the conditions herein, and approved by a qualified registered principal.
Section 3.9. Replacement. Broker
certifies on behalf of itself, its Representatives and its Agencies that it shall adhere to Applicable Law before it receives or solicits any applications for Contracts. In addition to the conditions and limitations elsewhere contained in this
Agreement and the Compensation Schedules, no first year commission shall be payable on replacements or switches of any Contract with another Contract, which are undisclosed, and which require disclosure by Applicable Law or Principal
Underwriter’s or its Affiliates’ rules on replacement transactions. Specific replacement or switching rules of each applicable Affiliate are described in Principal Underwriter’s Rewritten
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Business Rules, which shall be made available to Broker and which may be amended at any time by Principal Underwriter in its sole discretion.
Principal Underwriter shall make available written guidelines of Principal Underwriter’s position with respect to the acceptability of
replacements (the “Replacement Guidelines”), which Replacement Guidelines may be amended at any time by Principal Underwriter in its sole discretion. Broker shall provide each of its Representatives with a copy of the Replacement
Guidelines. Broker shall establish and maintain a system to supervise its Representatives reasonably designed to review the appropriateness of each replacement transaction and each transaction’s conformity with the Replacements Guidelines. As
part of its supervisory system, Broker shall implement procedures that are reasonably designed to detect transactions that are replacements of existing policies or contracts, but that have not been reported as such by the Representative making the
sale. These procedures must include, but are not limited to, systematic customer surveys and interviews, confirmation letters and programs of internal monitoring. Broker shall be solely responsible for determining that a replacement transaction by
any of its Representatives is in compliance with Principal Underwriter’s Replacement Guidelines and with Applicable Law. To the extent required by Applicable Law and upon written request from Principal Underwriter, Broker shall promptly provide
documentation and other information reasonably necessary to allow Principal Underwriter or its Affiliates to determine that Broker is performing the required functions described in this Section 3.9.
Section 3.10. Audit of Representatives. Broker shall maintain reasonable procedures for its periodic audit of its
Representatives’ sales practices and shall, upon a reasonable written request from Principal Underwriter, provide a written report to Principal Underwriter on the results of such audits; provided, however, that Broker shall retain sole
responsibility for the supervision, inspection and control of its Representatives.
Section 3.11. Collection of Payments. Only
the initial purchase payments for the Contracts shall be collected by Representatives of Broker. All such purchase payments shall be remitted promptly in full (and in no event later than the time permitted under Applicable Law) together with any
related application, forms and any other required documentation to Principal Underwriter or the appropriate Affiliate. The Broker shall make such remittances in accordance with any and all policies and procedures described in the Contract,
prospectus, if appropriate, or as otherwise adopted by Principal Underwriter and its Affiliates.
Section 3.12. Contract
Delivery. Unless otherwise requested by Broker and agreed to by Principal Underwriter, once a Contract has been issued, it shall be delivered to Broker and, after review by Broker, shall be timely delivered by Broker to the applicant,
accompanied by any documents required to be delivered by Applicable Law and any additional appropriate documents. In the case of long-term care insurance, Broker shall ensure delivery of each new long-term care insurance contract within thirty
(30) days of the contract’s approval date. Principal Underwriter shall confirm or cause to be confirmed to customers all Contract transactions, to the extent required by Applicable Law, and shall administer the Contracts after they have
been delivered, but may from time to time require assistance from Broker. If a purchaser exercises the free look rights under a Contract, Broker shall indemnify Principal Underwriter for any loss incurred by Principal Underwriter or its Affiliates
that results from Broker’s failure to promptly deliver such Contract to its purchaser.
Section 3.13. Rejection of
Applications and Return of Contracts. Broker acknowledges that Principal Underwriter, on behalf of itself and its Affiliates, shall have the unconditional right to reject, in whole or in part, any application for a Contract. If Principal
Underwriter rejects an application, Principal Underwriter or its Affiliate shall immediately return any purchase payments received directly to the Broker, and Broker shall be responsible for promptly returning such payments to the purchaser. If any
purchaser of a Contract elects to return such Contract pursuant to any law or contractual provision, any purchase payment made or such other amount, as the Contract or Applicable Law shall specify, shall be returned by Principal Underwriter or its
Affiliates to the Broker and the Broker shall be responsible for promptly returning such payments to the purchaser.
Section 3.14.
Independent Contractor. Except as otherwise required by Applicable Law, Broker is not a principal, underwriter or agent of Principal Underwriter or its Affiliates, or any separate account of Principal Underwriter or its Affiliates. It is
understood and acknowledged that Broker, its agents, designees or Representatives are independent contractors and not employees of Principal Underwriter or any of its subsidiaries or affiliates. None of the terms of
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this Agreement shall be construed as creating an employer-employee relationship between Broker, its agents, designees or Representatives, on the one hand, and Principal Underwriter, on the other
hand. Broker, its agents and its other representatives, shall not hold themselves out to be employees of Principal Underwriter or its Affiliates in this connection or in any dealings with the public. Neither Broker nor its agents, designees or other
representatives shall have authority on behalf of Principal Underwriter or its Affiliates to alter or amend any Contract or any form related to a Contract to adjust or settle any claim or commit Principal Underwriter or its Affiliates with respect
thereto, or bind Principal Underwriter or its Affiliates in any way; or enter into legal proceedings in connection with any matter pertaining to Principal Underwriter’s business without its prior written consent. Broker shall not expend, nor
contract for the expenditure of, funds of Principal Underwriter or its Affiliates nor shall Broker possess or exercise any authority on behalf of Principal Underwriter other than that expressly conferred on Broker by this Agreement.
Section 3.15. Promotional Materials. To the extent that Broker uses brochures, other promotional materials and literature, and
training material in connection with marketing or servicing Contracts, or that mention Principal Underwriter, its products or services in any way (collectively referred to herein as “Principal Underwriter Materials”), such Principal
Underwriter Materials shall only be used with the prior written approval of Principal Underwriter. Similarly, Broker shall not use any information related to Principal Underwriter or Contracts on any Web site without the prior written consent of
Principal Underwriter. Any requests for written approval of materials for use by Broker shall be submitted in writing by Broker to the individual and offices as directed by Principal Underwriter.
Section 3.16. Instructions by Representative. Broker and Agency shall be solely responsible for the accuracy and propriety of any
(i) instruction given to Principal Underwriter by a Representative on behalf of an owner or prospective owner of a Contract, or (ii) action taken by a Representative on behalf of an owner or prospective owner of a Contract. Principal
Underwriter shall have no responsibility or liability for any action taken or omitted by it in reliance on or by acceptance of such an instruction or action.
Section 3.17. Furnishing Information. Broker shall furnish Principal Underwriter and any regulatory authority with jurisdiction
over the subject matter of this Agreement with any information, documentation, or reports prepared in connection with or related to this Agreement which may be requested by Principal Underwriter or such a regulatory authority in order to ascertain
whether the operations of Principal Underwriter or Broker related to the Contracts are being conducted in a manner consistent with Applicable Law.
Section 3.18. Authority. Broker represents that it has full authority to enter into this Agreement and that by entering into this
Agreement it shall not impair any other of its contractual obligations with respect to sales of any Contract.
Section 3.19.
Insurance Coverage.
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a) |
Fidelity Bond. Broker shall secure and maintain a fidelity bond (including coverage for larceny and
embezzlement), issued by a bonding company acceptable to Principal Underwriter, covering all of its directors, officers, agents, Representatives, associated persons and employees who have access to funds of Principal Underwriter or its Affiliates.
This bond shall be maintained at Broker’s expense in at least the amount prescribed under Rule 3020 of the FINRA Conduct Rules or future amendments thereto. Broker shall provide Principal Underwriter with satisfactory evidence of said bond upon
Principal Underwriter’s reasonable request. Broker hereby assigns any proceeds received from a fidelity bonding company, or other liability coverage, to Principal Underwriter, for itself or on behalf of its Affiliates, as their interest may
appear, to the extent of its loss due to activities covered by the bond, policy or other liability coverage. |
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b) |
Plan of Insurance. Broker shall maintain in full force and effect during the term of this Agreement a plan
of insurance (which may be a plan of self-insurance if agreed to in writing in advance by Principal Underwriter) which shall provide coverage for errors and omissions of Broker and its directors, officers, employees, agents, Agencies and
Representatives, in such amounts and scope of coverage as are acceptable to Principal Underwriter in its sole discretion. If requested by Principal |
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Underwriter, Broker shall provide evidence of coverage under an insurance policy, or a plan of self-insurance, satisfactory to Principal Underwriter showing the amount and scope of coverage
provided. If such insurance plan terminates for any reason during the term of this Agreement, Broker shall immediately notify Principal Underwriter in writing of such termination and Principal Underwriter shall have the right to immediately
terminate this Agreement. |
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c) |
Loss of coverage. The authority of any Representative to solicit and procure Contracts hereunder
shall terminate automatically upon the termination of such Representative’s coverage under the Broker’s fidelity bond or plan of insurance referred to in subsections (a) and (b) above. |
Section 3.20. Agency Distribution of Variable Contracts. In such cases where Broker intends to distribute the Variable Contracts
through an Agency, Broker further represents that Agency shall engage in the offer or sale of Variable Contracts only through persons who are Representatives of the Broker. Broker shall further ensure that unregistered employees shall not engage in
any securities activities requiring registration, nor receive any compensation based on transactions in securities or the provision of securities advice.
Section 3.21. Market Timing.
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(a) |
Broker shall not, and Broker shall take all steps necessary to ensure that its Representatives and any
Agency shall not (i) solicit, offer or sell Variable Contracts in connection with or to facilitate any program, plan or arrangement involving market timing transactions in underlying mutual funds within Variable Contracts, or (ii) take any
other actions that would promote, encourage or facilitate market timing transactions in the underlying mutual funds within Variable Contracts. |
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(b) |
Notwithstanding the foregoing, Broker and its Representatives may provide incidental services in the form of
guidance to applicants and owners of Variable Contracts regarding the allocation of premium and Variable Contract value, provided that such services are (i) solely incidental to Broker’s activities in connection with the sales of the
Variable Contracts, (ii) subject to the supervision and control of Broker, (iii) furnished in accordance with any rules and procedures that may be prescribed by Principal Underwriter, and (iv) not promoting, encouraging or
facilitating market timing transactions in the underlying mutual funds within Variable Contracts. |
Section 3.22.
Prohibited Solicitation With Contract Holders. For a period of 12 months after termination of the Agreement, the Broker and Agency shall not, directly or indirectly, and on a systematic basis, contact the contract holders of Principal
Underwriter or its Affiliates or condone such contact for the purpose of inducing any such contract holders to lapse, cancel, and fail to renew or replace any Contract. If the Broker or Agency, in the judgment of Principal Underwriter is determined
to have engaged in such prohibited activity, then Principal Underwriter shall have the right to declare the Broker’s and Agency’s claims for compensation or any other benefit under the Agreement to be forfeited and void. Principal
Underwriter, on behalf of itself and its Affiliates, may also pursue all remedies, including injunction, to assure compliance with the covenants in this Section 3.22 and shall, if successful, be entitled to recover from the Broker and Agency
all costs and expenses incurred in pursuing such remedies, including reasonable attorneys’ fees.
ARTICLE IV
COMPLIANCE WITH APPLICABLE LAW
Section 4.1. Applicable Law. Principal Underwriter and Broker shall comply with all applicable state and federal statutes, laws,
rules, and regulations including without limitation, state insurance laws, rules and regulations, and federal and state securities laws, rules and regulations (“Applicable Law”). Applicable Law also includes applicable guidelines,
policies, and rulings of federal and state regulatory organizations and agencies, including without limitation state insurance departments, the SEC and the FINRA, consumer privacy laws, HIPAA, the Health Information Technology for Economic and
Clinical Health Act (the “HITECH Act”), the Genetic Information Nondiscrimination Act of 2008 (“GINA”) and related federal regulations, and any other state or federal laws, rules
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or regulations and decisions, orders and rulings of state and federal regulatory agencies that are now or may hereafter become applicable to the parties hereto and the transactions that are the
subject of this Agreement.
Section 4.2. Anti-Money Laundering and Customer Identification.
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a) |
Broker shall comply with all applicable anti-money laundering laws, regulations, rules and government
guidance, including the reporting, recordkeeping and compliance requirements of the Bank Secrecy Act (“BSA”), as amended by The International Money Laundering Abatement and Financial Anti-Terrorism Act of 2002, Title III of the USA PATRIOT
Act (“the Act”), its implementing regulations, and related SEC and SRO rules. These requirements include requirements to identify and report currency transactions and suspicious activity, to implement a customer identification program to
verify the identity of customers, and to implement an anti-money laundering compliance program. As required by the Act, Broker certifies that it has: a comprehensive anti-money laundering compliance program that includes, policies, procedures and
internal controls for complying with the BSA; policies, procedures and internal controls for identifying, evaluating and reporting suspicious activity; a designated compliance officer or officers; training for appropriate persons; and an independent
audit function. |
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b) |
Further Broker certifies, and shall certify to Principal Underwriter annually hereafter, that it has
established and implemented a training program for appropriate persons, including appropriate employees and all Representatives registered with Broker, and that such program includes training on the requirements of Broker’s anti-money
laundering compliance program and on the identification of “red flags” associated with money laundering risks related to Principal Underwriter’s covered products, as they are defined in the regulations promulgated under
Section 352 of the Act in accordance with the definitions provided in Section 103.37(a)(4). |
Broker shall provide training to all appropriate persons, including its appropriate employees and all Representatives
registered with Broker concerning their responsibilities under the company’s anti- money laundering program, and that such training shall include instruction on the identification of “red flags” associated with money laundering risks
related to Principal Underwriter’s covered products, as they are defined in the regulations promulgated under Section 352 of the Act in accordance with the definitions provided in Section 103.37(a)(4).
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c) |
Further Broker certifies, and shall certify to Principal Underwriter annually hereafter, that it has
established and implemented a Customer Identification Program, in compliance with applicable regulations, as part of its anti-money laundering compliance program that, at a minimum, requires: (i) the verification of the identity of any customer
seeking to open an account; (ii) the retention of a record of the information used to verify each customer’s identity; and (iii) the determination, within a reasonable time before or after the account is opened, as to whether the
customer appears on any lists of known or suspected terrorists or terrorist organizations as provided to it by any government agency. |
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d) |
Broker shall verify the identity of each customer that it introduces to Principal Underwriter, whether
through documentary or non-documentary means, and that Principal Underwriter shall rely upon such verification, as prescribed by the regulations promulgated under Section 326 of the Act in accordance with
the safe-harbor provided in Section 103.122(b)(6) of the regulations under the Act. |
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e) |
Broker shall immediately notify Principal Underwriter of any activity, behavior, or transaction that results
in Broker filing a suspicious activity report and that it shall share information to the extent permissible under the regulations promulgated under Section 314 of the Act in accordance with the safe harbor provided in Section 103.110(b)(5)
of the regulations under the Act. |
Section 4.3. Suitability Certification. To the extent required by
Applicable Law and in accordance with Section 3.7, Broker hereby certifies, and shall hereafter annually certify in writing to Principal Underwriter, to the following:
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With respect to the solicitation and sale of fixed and variable annuity
Contracts offered by Principal Underwriter and its Affiliates, Broker has in place a system to supervise recommendations made for the Contracts that is reasonably designed to achieve compliance with state insurance laws or regulations regarding
suitability and, with respect to variable annuities, to comply with applicable FINRA Conduct Rules, including Rule 2310, regarding suitability. As part of this supervisory system Broker maintains written procedures and conducts periodic reviews of
its records that are reasonably designed to achieve compliance with these requirements.
Annual certificates shall be signed by an
authorized senior officer or manager of the Broker with responsibility for overseeing annuity sales practices and who has a reasonable basis on which to make the certification on behalf of the Broker.
Section 4.4. New York Products.
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a) |
With respect to recommendations as defined in New York Insurance Regulation 187, at 11 NYCRR 224.0 et
seq., (“Amended Reg. 187”) involving both new and in-force Annuity Contracts and Life Insurance Policies delivered or issued for delivery in the state of New York (“NY Products”) Broker
shall comply with, and ensure that the Representatives comply with, the requirements of Amended Reg. 187 applicable to producers, including without limitation compliance with all applicable best interest, suitability, training, disclosure,
information collection, documentation and determination requirements as in effect as of the Annuities Effective Date with respect to NY Products that are annuity contracts, as of the Life Effective Date with respect to NY Products that are life
insurance policies, and as of the effective date(s) of any subsequent amendments to Amended Reg. 187 that become effective after the date of this Amendment. Broker acknowledges and agrees that the submission of an application or transaction request
with respect to a NY Product by Broker or a Representative to Principal Underwriter shall be deemed to be a representation that Broker and Representative in connection therewith complied with all requirements of Amended Reg. 187 as in effect at the
time of such submission applicable to Broker and Representatives as producers. |
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b) |
Delegation to Broker. Pursuant to Amended Reg. 187, Principal Underwriter hereby delegates to Broker the
obligation to establish and maintain a system of supervision for recommendations of sales transactions (as such term is defined in Amended NY Ins. Reg. 187, herein “sales transactions”) involving NY Products, and Broker hereby accepts such
delegation. |
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c) |
Broker Performance of Delegated Functions. Broker shall establish and maintain a supervision system for the
supervision of sales transactions recommended by the Representatives that meets the requirements of 11 NYCRR 224.6(b) of Amended Reg. 187, which shall include, but not be limited to, standards and procedures for: (i) the collection of a
consumer’s suitability information with respect to sales transactions involving NY Products; (ii) the documentation and disclosure of the basis for any recommendation with respect to sales transactions involving NY Products; and
(iii) the auditing and/or contemporaneous review of recommendations of sales transactions involving NY Products to monitor Representatives’ compliance with the obligation to act in the best interest of consumers. |
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i. |
Broker hereby certifies, and shall hereafter annually certify in writing, the following: “Broker has
established and maintains a system of supervision for recommendations of sales transactions involving both new and in-force annuity and life insurance products issued by Principal Underwriter that are or were
delivered or issued for delivery in the state of New York (“NY Products”), and such system of supervision includes, but is not limited to, standards and procedures for: (i) the collection of a consumer’s suitability information
with respect to sales transactions involving NY Products; (ii) the documentation and disclosure |
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of the basis for any recommendation with respect to sales transactions involving NY Products; and (iii) the auditing and/or contemporaneous review of recommendations of sales transactions
involving NY Products to monitor Representatives’ compliance with the obligation to act in the best interest of consumers.” It is understood and agreed by the parties that Principal Underwriter, at its election, may rely upon the written
certification Broker provides pursuant to this section to satisfy Principal Underwriter’s supervision and audit obligations with respect to sales transactions that result from the exercise of contractual rights under NY Products.
|
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ii. |
Certifications provided pursuant to this Paragraph 4 shall be signed by an authorized senior officer or
manager of Broker with responsibility for overseeing NY Product sales practices and who has a reasonable basis on which to make the certification on behalf of Broker. |
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e) |
Audit of Delegated Supervision Functions. |
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i. |
Broker shall cooperate with Principal Underwriter in connection with Principal Underwriter’s audits of
supervision functions delegated to Broker by Principal Underwriter under Amended Reg. 187. |
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ii. |
Broker shall maintain and make available upon reasonable request by Principal Underwriter records relating
to supervision functions delegated to Broker pursuant to this Amendment. Principal Underwriter may audit such records during regular business hours upon at least thirty (30) days advance written notice to Broker. |
ARTICLE V
COMPENSATION
Section 5.1. Payment Under Compensation Schedules. Principal Underwriter shall pay Broker compensation for the sale of each
Contract sold by Representatives of Broker as set forth in Exhibits A and B. Principal Underwriter shall identify to Broker with each such payment the name or names of the Representative(s) of Broker who solicited each Contract covered by the
payment. Broker shall be responsible for issuing checks, statements or forms for tax purposes and other administrative duties connected with compensation of such Representatives. Unless otherwise agreed upon by the parties, Principal Underwriter
shall have no obligation to any of the employees, agents or Representatives of Broker or Agency for the payment of any compensation. Unless otherwise provided in Exhibits A and B, compensation on the Contracts, including the commissions and fees
therein, may be amended by Principal Underwriter at any time, in any manner, and without prior notice. If Broker or its Representatives replace an existing Product issued by any of Principal Underwriter’s Affiliates in whole or in part, the
compensation set forth in Exhibits A or B is inapplicable and Principal Underwriter, in its sole discretion, shall determine what, if any, commissions shall be payable in accordance with Principal Underwriter’s Rewritten Business Rules in
effect at the time of such replacement.
Section 5.2. Sole Discretion to Refund Premiums. Broker recognizes that Principal
Underwriter and its Affiliates have sole discretion to refund or return purchase payments paid by applicants.
Section 5.3.
Chargeback of Compensation. Except as otherwise may be provided in Exhibit A and B, no compensation shall be payable in connection with a purchase payment, and any compensation already paid shall be promptly returned to Principal Underwriter
on request, under each of the following conditions:
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a) |
if Principal Underwriter or its Affiliates, in their sole discretion, determine not to issue the Contract
applied for; |
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b) |
if Principal Underwriter or its Affiliates refund or return the purchase payment paid by the applicant for
any reason, in whole or in part; or |
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c) |
Principal Underwriter or its Affiliates determine that any person signing an application who is required to
be registered and/or licensed or any other person or entity receiving compensation for soliciting purchases of the Contracts is not duly registered and/or licensed to sell the Contracts in the jurisdiction of such attempted sale.
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Section 5.4. Offset. When commission has been paid to a Broker hereunder for a purchase payment that has
since been refunded or returned to the purchaser, Principal Underwriter may, at its option, offset the amount of that commission against any other amounts payable to Broker by Principal Underwriter or any one or more of its Affiliates. In addition,
Principal Underwriter may at any time offset against any compensation payable to the Agency or its successors or assigns, any indebtedness due from the Agency to Principal Underwriter or its Affiliates. Nothing contained herein shall be construed as
giving Broker, Agency or Representative the right to incur any indebtedness on behalf of Principal Underwriter or its Affiliates. Any remaining indebtedness of Broker to Principal Underwriter or its Affiliates arising under this Agreement shall be a
first lien against any monies payable hereunder. The right of Broker, or any person claiming through Broker to receive any compensation provided by this Agreement shall be subordinate to the right of Principal Underwriter to offset such compensation
against any such indebtedness of the Broker to Principal Underwriter or its Affiliates.
Section 5.5. No Right to Withhold.
Neither Broker nor any of its Representatives shall have any right to withhold or deduct any part of any premium or other purchase payment it shall receive with respect to the Contracts covered by this Agreement for purposes of payment of commission
or for any other purpose.
Section 5.6. Impact on Termination. Principal Underwriter shall pay compensation to Broker for
Contracts credited to an Agency prior to the termination date of this Agreement, as set forth in Exhibits A and B. Such compensation shall be payable when the premium is due and paid to Principal Underwriter subject to the provisions of this
Agreement and of the Compensation Schedule(s).
Section 5.7. Principal Underwriter Payment of Compensation; Discharge of
Obligation. Agency and Broker hereby acknowledge that compensation attributable to the sale of any Contract issued by an Affiliate may be payable directly by Principal Underwriter, in its discretion, to Agency or Broker where permitted, and not
by the Affiliate. Agency and Broker further acknowledge that such payment of compensation by Principal Underwriter attributable to the sale of such Contracts shall constitute a complete discharge of the obligation to pay compensation by the
Affiliate issuer under this Agreement. The foregoing manner of payment shall not affect the right of offset or chargeback as referred to in Sections 5.3 and 5.4 of this Agreement, or other compensation rules as may be set forth in this Agreement,
Exhibits A and B, or rules of the Principal Underwriter or its Affiliates.
Section 5.8. Expenses. Broker is responsible for
all expenses incurred by the Broker, except as may be agreed to in writing by Principal Underwriter prior to the Broker incurring such expenses. Additionally, Principal Underwriter shall, at its expense, provide its standard advertising and
promotional material to the Broker when deemed appropriate by Principal Underwriter.
Section 5.9. Conflict. With respect to
compensation under this Agreement, in the event that anything contained in this Article 5 conflicts with the terms of the compensation described in the attached Exhibits A and B, the terms contained in Exhibits A and B shall prevail.
ARTICLE VI
COMPLAINTS AND INVESTIGATIONS
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Section 6.1. Investigation by Regulator. Broker and Principal Underwriter shall
cooperate fully in any regulatory investigation or proceeding or judicial proceeding arising in connection with the offer, sale, and/or servicing of the Contracts.
Section 6.2. Customer Complaints. The term Customer Complaint shall mean an oral or written communication either directly from the
purchaser of or applicant for a Contract covered by this Agreement or his/her legal representative, or indirectly from a regulatory agency to which he/she or his/her legal representative has expressed a grievance.
Section 6.3. Notice and Handling of Customer Complaints.
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a) |
Principal Underwriter shall promptly notify Broker of Principal Underwriter’s receipt of notice of any
Customer Complaints relating to sales practices or marketing issues relating to the Contracts by forwarding to Broker a copy of any written materials in connection with such Customer Complaint and any additional information as may be necessary to
furnish a complete understanding of same. Broker shall be responsible for resolving Customer Complaints involving sales practices or marketing issues. Principal Underwriter shall cooperate with Broker and provide information to Broker related to
sales practices and marketing Customer Complaints that is reasonably required by Broker to facilitate the resolution of such Customer Complaints. During the resolution of a sales practices or marketing related Customer Complaint, Broker shall
provide Principal Underwriter with a copy of all correspondence sent and received regarding that Customer Complaint. Nothing contained in this Section 6.3 (a) shall limit Principal Underwriter’s right to settle as described in
Section 6.4. |
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b) |
Broker shall promptly notify Principal Underwriter of Broker’s receipt of notice of any Customer
Complaint by forwarding to Principal Underwriter a copy of any written materials in connection with the Customer Complaint and such additional information as may be necessary to furnish a complete understanding of same. Principal Underwriter shall
be responsible for resolving Customer Complaints involving administrative issues. Broker shall cooperate with Principal Underwriter and provide information to Principal Underwriter related to administrative Customer Complaints that is reasonably
required by Principal Underwriter to facilitate the resolution of such Customer Complaints. |
Section 6.4. Right
to Settle. Principal Underwriter reserves the right to settle on behalf of itself, and on behalf of itself and Broker collectively if Broker agrees, any claims, complaints or grievances made by applicants, contract holders or others in
connection with the Contracts, and concerning any conduct, act or omission by the Broker or its agents or representatives with respect to the Contracts or any transactions arising out of this Agreement. If Broker does not agree to a collective
settlement with Principal Underwriter and Principal Underwriter, on behalf of itself, settles the matter, Broker shall indemnify and hold harmless Principal Underwriter from any and all claims, complaints or grievances made by Broker or any
applicant, contract holder or other person or entity made in connection with such matter.
ARTICLE VII
RECORDS AND ADMINISTRATION
Section 7.1. Books and Records. Broker shall maintain all books and records as required by Rules
17a-3 and 17a-4 under the 1934 Act, except to the extent that Principal Underwriter may agree in writing to maintain any such records on Broker’s behalf. Records
subject to any such agreement shall be maintained by Principal Underwriter as agent for Broker in compliance with said rules, and such records shall be and remain the property of Broker and be at all times subject to inspection by the SEC in
accordance with Section 17(a) of that Act. Nothing contained herein shall be construed to affect Principal Underwriter’s or its Affiliates’ right to ownership and control of all records and documents pertaining to its business
operations including, without limitation, its operations relating to the Contracts. Principal Underwriter and Broker shall each retain all records related to this Agreement as required by the 1934 Act, and the rules and regulations thereunder and by
any other Applicable Law, as Confidential Information.
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ARTICLE VIII
CUSTOMER INFORMATION AND PROTECTED HEALTH INFORMATION
Section 8.1. Treatment of Customer Information. Broker shall treat Customer Information confidentially as required by Applicable
Law and by Principal Underwriter, as described in Principal Underwriter’s privacy notices and in accordance with Principal Underwriter policies and procedures. Broker shall also establish and implement administrative, physical and technical
procedures to ensure the confidentiality, security and integrity of Customer Information in accordance with Applicable Law. Broker shall comply with Principal Underwriter’s terms of use, policies and procedures with respect to use of Principal
Underwriter electronic systems and databases providing access to Customer Information by Broker, its employees and Representatives, and shall promptly report to Principal Underwriter any actual or suspected breach of security related to such systems
and databases of which it becomes aware. To the extent that Broker becomes aware of any actual or suspected security breach or unauthorized use, disclosure, acquisition or access to any Customer Information, Broker shall: (i) promptly notify
Principal Underwriter, (ii) take all necessary and advisable corrective actions, and (iii) cooperate fully with Principal Underwriter in all reasonable and lawful efforts to prevent, mitigate or rectify such security breach or unauthorized
use, disclosure, acquisition, or access to the Customer Information. Broker may use Customer Information only for the purpose of fulfilling its obligations under the Agreement. Broker shall limit access to Customer Information to its employees,
Representatives and other Third Parties who need to know such Customer Information to permit Broker to fulfill its obligations under this Agreement and who have agreed to treat such Customer Information in accordance with the terms of this
Agreement. Broker shall not disclose or otherwise make accessible Customer Information to anyone other than to the individual to whom the information relates (or to his or her legally authorized representative) or to other persons pursuant to a
valid authorization signed by the individual to whom the information relates (or by his or her legally authorized representative), except as required for Broker to fulfill its obligations under this Agreement, as otherwise directed by Principal
Underwriter, or as expressly required by Applicable Law. Principal Underwriter and its Affiliates may market, offer, sell or distribute insurance products, including, but not limited to, the Contracts, or any of their other products and related
services, outside of this Agreement to customers of Broker provided they do not use Nonpublic Personal Information regarding Broker’s customers provided by Broker to specifically target those customers, and such marketing, offering, selling or
distributing by Principal Underwriter and its Affiliates of insurance (including but not limited to the Contracts) or any of their other products or services shall not be subject to the terms of this Agreement.
Section 8.2. Protected Health Information.
(a) Use and Disclosure. Broker: (a) shall not use or disclose PHI except as necessary to provide the services
contemplated by this Agreement or as required by law; (b) shall limit the use and disclosure of PHI to the minimum required to accomplish the intended purpose of such use or disclosure and shall comply with any guidance issued by the Department
of Health and Human Services regarding what constitutes “minimum necessary” with respect to the use or disclosure of PHI; (c) shall use appropriate administrative, technical, and physical safeguards to prevent use or disclosure of PHI
except as permitted by this Agreement; (d) shall require that any of its Brokers or independent contractors to whom PHI is disclosed or made accessible or who uses PHI has agreed in writing to the same restrictions and conditions that apply to
Broker with respect to PHI pursuant to this Agreement; (e) shall, within fifteen (15) days of Principal Underwriter’s request, provide to Principal Underwriter any PHI or information relating to PHI as deemed necessary by Principal
Underwriter to provide individuals with access to, amendment of, and an accounting of disclosures of their PHI, and to incorporate any amendments of the PHI as requested by Principal Underwriter; (f) shall make its internal practices, books and
records relating to its use or disclosure of PHI available to the Secretary of the United States Department of Health and Human Services at his/her request to determine Principal Underwriter’s and its Affiliate’s compliance with Applicable
Law; and (g) shall comply with the applicable standards of 45 CFR §§ 164.306, 164.308, 164.310, 164.312, 164.314, and 164.316 with respect to electronic PHI. Broker shall not use or disclose PHI in any manner that violates HIPAA, the
HITECH Act, GINA, or any other applicable federal or state laws and regulations relating to the privacy and security of PHI.
(b) Breach of Unsecured PHI. Broker shall report to Principal Underwriter without unreasonable delay any acquisition,
access, use or disclosure of Unsecured Protected Health Information not permitted by this Agreement at
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the following e-mail address: securitybreach@brighthousefinancial.com. In no case shall such notification occur later than two (2) calendar days of Broker’s discovery of the impermissible acquisition, access, use or disclosure of Unsecured PHI. Discovery will be deemed to
occur on the date that Broker actually became aware or, by exercising reasonable diligence should have been aware, of the impermissible acquisition, access, use or disclosure of Unsecured PHI. Such notification shall include an assessment of whether
the incident constitutes a “Breach” under 45 CFR § 164.402.
(i) To the extent such assessment
concludes that a Breach has occurred, or as requested by Principal Underwriter, such notification shall also include, to the extent possible, the identification of each Individual whose PHI has been or is reasonably believed to have been accessed,
acquired, used or disclosed during the incident and any other information that the Principal Underwriter or its Affiliates will be required to include in its notification to the Individual, the media and/or the Secretary, as applicable, including,
without limitation, (A) a description of the incident, (B) the date of the incident and the date of its discovery, (C) the types of Protected Health Information involved, and (D) a description of Broker’s investigation,
mitigation, and prevention efforts.
(ii) In the event of any such Breach, Broker shall also: fully cooperate with
Principal Underwriter and its Affiliates in connection with the investigation of such Breach; not make any public announcements or notifications to any government authority, potentially affected Individual or entity, or other third party without
Principal Underwriter’s prior written approval; take all necessary and appropriate corrective action, including (without limitation, at the request of Principal Underwriter, and at the expense of Broker): (A) providing notice to all persons
whose PHI may have been affected by such Breach, whether or not such notice is required by Applicable Law, (B) establishing a toll-free telephone number where affected Individuals may receive information, and (C) providing credit
monitoring/repair and/or identity restoration/insurance for affected Individuals for one year following the announcement or disclosure of the Breach or following notice to the affected Individuals, whichever is later. If a longer period is requested
or required by Applicable Law or the demand or request of any government authority, such services shall be provided for at least that long.
(iii) Notwithstanding any other clause hereof, Broker shall indemnify, hold harmless, and reimburse Principal Underwriter and
its Affiliates from all claims, losses, and expenses caused by any such Breach and for all reasonable fees and costs Principal Underwriter and its Affiliates may incur in connection with investigation, remediation, reporting, and notification
efforts, including but not limited to, retaining a computer forensics experts, providing credit monitoring and identity theft services to affected individuals, and responding to the Breach (e.g., costs of notification to affected individuals and
government agencies).
(c) Mitigation. Broker shall mitigate promptly, to the extent practicable, any harmful
effect that is known to Broker of an acquisition, access, use or disclosure of PHI by Broker in violation of this Agreement, the Privacy Rule, the Security Rule, or other applicable federal or state laws concerning the privacy or security of PHI.
Broker shall promptly thereafter provide Principal Underwriter with a written report of the issues and corresponding actions taken by Broker.
(d) Security Incident. Broker shall report to Principal Underwriter without unreasonable delay any Security Incident of
which Broker becomes aware.
(e) Certain Permitted Uses. In accordance with 45 CFR §§ 164.504(e)(2)(i)
and 164.504(e)(4), Broker may use or disclose PHI if such use or disclosure is necessary (a) for the proper management and administration of Broker’s organization; (b) to provide Data Aggregation services relating to the Health Care
Operations of the Principal Underwriter’s Affiliates; or (c) to carry out the legal responsibilities of Broker; provided, however, that any disclosure of PHI permitted by this subsection must be either required by law or subject to
reasonable assurances obtained by Broker from the third party that the PHI will be held confidentially and used or further disclosed only as required by law or for the purposes for which it was disclosed to such third party, and that any breaches of
confidentiality of the PHI which become known to such third party will be immediately reported to Broker. Broker may use and disclose PHI to the extent such use or disclosure is Required By Law provided (a) the use or disclosure complies with
and is limited to the relevant requirements of such law, (b) Broker promptly notifies Principal Underwriter of such use or disclosure and, at Principal Underwriter’s request and Broker’s expense, assists in
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obtaining a protective order or other similar order, and (c) the use or disclosure complies
with the requirements of 45 CFR § 164.512 to the same extent such requirements would apply if the use or disclosure were made by Principal Underwriter or its Affiliates.
(f) Termination. In addition to any other termination rights available to the Parties, upon Principal
Underwriter’s knowledge of a material violation by Broker of this Agreement, Principal Underwriter may: (i) immediately terminate this Agreement if Broker has violated a material term of this Section 6.2 and cure is not possible; or
(ii) terminate this Agreement upon thirty 30 days’ notice if Principal Underwriter determines that Broker has violated a material term of this Section 6.2 if, following Principal Underwriter’s notification to Broker of the
material violation, Broker is unable or unwilling to take steps to cure the violation within such thirty 30-day period. In the event of such a cure, this Agreement shall remain in full force and effect.
Broker agrees that upon termination of this Agreement it will, if feasible, return to Principal Underwriter or destroy all PHI it maintains in
any form and retain no copies, and if such return or destruction is not feasible, to extend the protections of this Agreement to the PHI beyond the termination of this Agreement and for as long as Broker has PHI, and further agrees that any further
use or disclosure of the PHI will be solely for the purposes that make return or destruction infeasible. Destruction without retention of copies is not deemed feasible if prohibited by the terms of this Agreement or by Applicable Law, including
record retention requirements under state insurance laws.
Section 8.3 Additional Broker Responsibility With Respect To PHI.
The Broker agrees and acknowledges that the Broker is a business associate that is directly subject to HIPAA as amended by the HITECH Act, including its provisions relating to security and privacy of PHI as well as its enforcement and penalty
provisions. The Broker shall comply with all applicable security and privacy provisions of HIPAA as amended by the HITECH Act and as it may be amended from time to time. The Broker shall not act in any way to interfere with or hinder the Principal
Underwriter’s ability to comply with HIPAA as amended by the HITECH Act and as it may be amended from time to time.
Section 8.4. Privacy Notices and Authorization. Broker shall provide to customers and prospective customers who apply for or
purchase Principal Underwriter products, and shall ensure that its Representatives provide to such customers and prospective customers, Principal Underwriter privacy notices as required by Applicable Law and by Principal Underwriter. Broker shall
also ensure that its Representatives obtain signed authorizations from customers and prospective customers who apply for Principal Underwriter products, as required by Principal Underwriter, and provide upon request of such customers and prospective
customers, copies of their signed authorizations as required by Applicable Law and Principal Underwriter policy. In the event that a customer or prospective customer has signed a Principal Underwriter authorization and subsequently informs Broker or
Representatives that he or she is revoking that authorization, Broker shall promptly inform Principal Underwriter in writing of such revocation. Broker shall comply with the requirements of 45 C.F.R. § 164.520 that apply to covered entities in
the performance of its obligations under this Section 8.4.
ARTICLE IX
CONFIDENTIAL INFORMATION
Section 9.1. Treatment of Confidential Information. Principal Underwriter and Broker and their respective Affiliates each shall
keep confidential all Confidential Information of the other. Without limiting the generality of the foregoing, Principal Underwriter and Broker and their respective Affiliates shall not disclose any Confidential Information to any Third Party
without the prior written consent of the other; provided, however, that each may disclose Confidential Information (a) to those of its Representatives who have a need to know the Confidential Information in the ordinary course of business and
who are informed of the confidential nature of the Confidential Information, and (b) as and to the extent required by Applicable Law or by legal process or requested by an insurance regulatory or administrative body. However, in the event that
clause (b) of the preceding sentence is applicable, the party required or requested to disclose Confidential Information shall give prompt written notice thereof to the other party and shall reasonably cooperate in the other party’s
efforts to obtain an appropriate remedy to prevent or limit such disclosure. It is understood by Principal Underwriter and Broker that this Section 9.1 shall not prevent Broker from quoting Principal Underwriter premium rates in the ordinary
course of business.
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Section 9.2. Return of Confidential Information. Promptly upon the termination of
this Agreement or the request of the providing party, the receiving party shall return to the providing party all Confidential Information furnished by the providing party or its Representatives. Neither the receiving party nor any of its
Representatives shall make any copies in any form of any documents containing Confidential Information of the providing party without the prior written consent of an officer of the providing party, except such copies as need to be made in the
ordinary course of business by Principal Underwriter or Broker to fulfill their respective obligations under this Agreement.
Section 9.3. Damages. Principal Underwriter and Broker each acknowledge that (a) money damages may not be a sufficient remedy
for breach of this Article IX, (b) the Party aggrieved by any such breach may be entitled to specific performance and injunctive and other equitable relief with respect to such breach, (c) such remedies shall not be deemed to be the
exclusive remedies for any such breach but shall be in addition to all other remedies available at law or in equity, and (d) in the event of litigation relating to this Article IX, if a court of competent jurisdiction determines in a final non-appealable order that either Principal Underwriter or Broker or any of their respective Representatives has breached this Article IX, then the party that is found (or whose Representative is found) to have
committed such breach shall be liable for reasonable legal fees incurred by the aggrieved party or its affiliates in connection with such litigation including, without limitation, any appeals.
ARTICLE X
INDEMNIFICATION
Section 10.1. Indemnification. Each party shall hold harmless, defend, exonerate and indemnify each other party to this Agreement,
as well as their respective employees, agents, trustees, Representatives, officers or directors, for any and all losses, claims, judgments, fines, penalties, damages, or liabilities (or any actions or threatened actions in respect of any of the
foregoing) the other party suffers that results from the actions of the indemnifying party or its representatives with respect to its/their obligations under this Agreement, or breach of any representation, warranty, covenant, condition or duty
contained in this Agreement or violation of Applicable Law with respect to its services required under this Agreement.
Section 10.2.
Notice of Claim. After receipt of notice of the commencement of, or threat of, any claim, action, or proceeding by a third party (a “Third Party Action”) by a party that believes it is entitled to indemnification under this Article
X (the “Indemnified Party”), the Indemnified Party shall notify the party obligated to provide indemnification under this Article X (the “Indemnifying Party”) in writing of the commencement thereof as soon as practicable
thereafter, provided that the omission to so notify the Indemnifying Party shall not relieve it from any liability under this Article X, except to the extent that the Indemnifying Party demonstrates that the defense of such Third Party Action is
materially prejudiced by the failure to give timely notice. Such notice shall describe the claim in reasonable detail.
Section 10.3.
Defense, Settlement and Subrogation.
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The Indemnifying Party shall have the right to assume control of the defense of such Third Party Action and
shall retain counsel reasonably satisfactory to the Indemnified Party to represent the Indemnified Party and shall pay the reasonable fees and disbursements of such counsel related to such Third Party Action. The Indemnified Party shall cooperate
and provide such assistance as the Indemnifying Party reasonably may request in connection with the Indemnifying Party’s defense and shall be entitled to recover from the Indemnifying Party the reasonable out-of-pocket costs of providing such assistance (including reasonable fees of any counsel retained by the Indemnified Party with the consent of the Indemnifying Party to facilitate such assistance). The
Indemnifying Party shall inform the Indemnified Party on a regular basis of the status of any Third Party Action and the Indemnifying Party’s defense thereof. |
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In any such Third Party Action, the Indemnified Party may, but shall not be obligated to, participate in the
defense of any Third Party Action, at its own expense and using counsel of its own choosing, but the Indemnifying Party shall be entitled to control the defense thereof unless the Indemnified
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Party has relieved the Indemnifying Party from liability with respect to the particular Third Party Action. |
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If notice is given to the Indemnifying Party of the commencement of any Third Party Action hereunder and the
Indemnifying Party does not, either (i) within ten (10) Business Days after the receipt of such notice, give notice to the Indemnified Party of its election to assume the defense of such Third Party Action, or (ii) give notice to the
Indemnified Party that it rejects the claim for indemnification pursuant to Section 10.5 herein, the Indemnified Party shall have the right, at its option and at the Indemnifying Party’s expense, to defend such Third Party Action in a
manner that the Indemnified Party deems appropriate. In such a case, the Indemnified Party shall not consent to the settlement, compromise or entry of judgment with respect to the Third Party Action without prior written notice to, consultation
with, and written consent of the Indemnifying Party, which consent shall not be unreasonably withheld. |
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In any Third Party Action, the defense of which is controlled by the Indemnifying Party: (i) the
Indemnifying Party shall not, without the Indemnified Party’s prior written consent, compromise or settle such Third Party Action, if (1) such compromise or settlement would impose an injunction or other equitable relief upon the
Indemnified Party or (2) such compromise or settlement does not include the Third Party’s release of the Indemnified Party from all liability relating to such Third Party Action; and (ii) the Indemnified Party shall not compromise or
settle such Third Party Action without the prior written consent of the Indemnifying Party, which consent shall not be unreasonably withheld, provided that, if the Indemnified Party desires to compromise or settle such claim, suit or proceeding and
the Indemnifying Party reasonably refuses to consent to such compromise or settlement, the Indemnified Party may enter into a compromise or settlement but shall be solely responsible for the cost of any compromise or settlement amount.
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Section 10.4. Claim Not Involving Third Party Action. A claim for indemnification by a party hereunder for
any matter not involving a Third Party Action may be asserted by notice to another party.
Section 10.5. Notice of Rejection of
Claim. Notwithstanding anything within this Article X to the contrary, a party who has received a notice of claim for indemnification under this Article X, may notify the party asserting such claim for indemnification that it rejects the claim.
Such notice rejecting a claim for indemnification must be given by the rejecting party within ten (10) business days of its receipt of the notice of claim and shall describe the basis for the rejection of the claim in reasonable detail.
Section 10.6. Provisions Not to Control. Notwithstanding anything in this Article X to the contrary, the terms and provisions of
Article VI shall control in the event of any conflict or alleged conflict with this Article X.
ARTICLE XI
GENERAL PROVISIONS
Section 11.1. Term and Termination.
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Term. This Agreement shall continue in force from the Effective Date, provided that any party may
unilaterally terminate this Agreement with or without cause upon thirty (30) days prior written notice of termination to the other parties. |
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Termination Due to Change in Status. |
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Broker-Dealer Status. The Agreement shall terminate immediately upon Principal Underwriter or Broker
ceasing to be a registered broker-dealer or a member of the FINRA. |
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2) |
Legal Status. The Agreement shall terminate immediately upon the termination of the legal existence
of Selling Broker-Dealer or the Agency, or the merger, consolidation, reorganization, dissolution, receivership or bankruptcy of either, or whenever the Agency is no longer licensed under law to solicit and procure applications for Contracts, unless
the Agency notifies the other parties in writing at least thirty (30) days’ prior to the occurrence of any of the above events and obtains written permission to continue on a basis approved by the other parties. |
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Continuing Obligations. Upon termination of this Agreement, all authorizations, rights and
obligations shall cease except (a) the agreements contained in Articles VI,VII, VIII, IX, and X, Sections 11.4, 11.5, 11.6 and 11.10 hereof; and (b) the obligation to settle accounts hereunder. Except with respect to records required to be
maintained by Broker pursuant to Rules 17a-3 and 17a-4 under the 1934 Act, Broker shall return to Principal Underwriter, within 30 days after the Effective Date of termination, any and all records in its
possession which have been specifically maintained in connection with Principal Underwriter’s operations related to the Contracts. |
Section 11.2. Assignability. This Agreement shall not be assigned by either party without the written consent of the other;
provided, however, that Principal Underwriter may assign this Agreement to any of its Affiliates at any time. Any purported assignment in violation of this Section 11.2 shall be void.
Section 11.3. Amendments. No oral promises or representations shall be binding nor shall this Agreement be modified except by
agreement in writing, executed on behalf of the parties by a duly authorized officer of each of them.
Section 11.4. Notices.
All notices, demands and other communications required or permitted to be given to any party under this Agreement shall be in writing and any such notice, demand or other communication shall be deemed to have been duly given when delivered by hand,
courier or overnight delivery service or, if mailed, two (2) Business Days after deposit in the mail and sent certified or registered mail, return receipt requested and with first-class postage prepaid:
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If to Broker, to the address on the signature page of this Agreement. |
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If to Principal Underwriter: |
Brighthouse Securities, LLC
Attn: Installations
11225 North Community House Road
Charlotte, NC 28277
Either party may change its respective notice address by advance written notice to the other.
Section 11.5. Arbitration.
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When Arbitration Required. All disputes and differences between the parties, other than those seeking
injunctive relief or a restraining order under this Agreement, or arising with respect to the use of Customer Information, PHI or Confidential Information under Articles VIII and IX, must be decided by arbitration in accordance with the rules of
arbitration of the American Arbitration Association, regardless of the insolvency of either party, unless the conservator, receiver, liquidator or statutory successor is specifically exempted from an arbitration proceeding by applicable state law.
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Initiation of Arbitration. Either party may initiate arbitration by providing written notification to
the other party. Such written notice shall set forth (i) a brief statement of the issue(s); (ii) the failure of the parties to reach agreement; and (iii) the date of the demand for arbitration. |
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c) |
Arbitration Panel. The arbitration panel shall consist of three arbitrators. The arbitrators must be
impartial and must be or must have been officers of life insurance and or securities companies other than the parties or their affiliates. |
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Selection of Arbitrators. Each party shall select an arbitrator within thirty (30) days from the
date of the demand. If either party shall refuse or fail to appoint an arbitrator within the time allowed, the party that has appointed an arbitrator may notify the other party that, if it has not appointed its arbitrator within the following ten
(10) days, an arbitrator shall be appointed on its behalf. The two (2) arbitrators shall select the third arbitrator within thirty (30) days of the appointment of the second arbitrator. If the two arbitrators fail to agree on the
selection of the third arbitrator within the time allowed, each arbitrator shall submit to the other a list of three (3) candidates. Each arbitrator shall select one name from the list submitted by the other and the third arbitrator shall be
selected from the two names chosen by drawing lots. |
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Rules; Place for Meetings; Majority Vote. The arbitrators shall determine all arbitration schedules
and procedural rules. Organizational and other meetings shall be held in New York, unless the arbitrators select another location. The arbitrators shall decide all matters by majority vote. |
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Decision Final. The decisions of the arbitrators shall be final and binding on both parties. The
arbitrators may, at their discretion, award costs and expenses, as they deem appropriate, including but not limited to legal fees and interest. The arbitrators may not award exemplary or punitive damages. Judgment may be entered upon the final
decision of the arbitrators in any court of competent jurisdiction. |
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Fees and Expenses. Each party shall be responsible for (a) all fees and expenses of its
respective counsel, accountants, actuaries and any other representatives in connection with the arbitration and (b) unless the arbitrators shall provide otherwise, one-half (1/2) of the expenses of the
arbitration, including the fees and expenses of the arbitrators. |
Section 11.6. Governing Law. This
Agreement shall be governed by and construed in accordance with the laws of the State of Delaware without regard to Delaware choice of law provisions.
Section 11.7. Entire Understanding. This Agreement and any reference incorporated herein constitute the complete understanding of
the parties and supersedes in its entirety any and all prior and contemporaneous agreements among the parties with respect to the subject matter discussed herein. No oral agreements or representations shall be binding.
Section 11.8. Third Party Beneficiaries. Nothing in the Agreement shall convey any rights upon any person or entity, which is not
a party to the Agreement. Principal Underwriter’s Affiliates shall be Third Party beneficiaries of this Agreement, entitled to enforce the provision hereof as if they were a party to this Agreement.
Section 11.9. Non-Exclusivity. No territory or product is assigned exclusively hereunder
to Broker and Agency and Principal Underwriter reserves the right in its discretion to enter into selling agreements with other broker-dealers, and to contract with or establish one or more insurance agencies in any jurisdiction in which
Broker transacts business hereunder.
Section 11.10. Non-Solicitation of Employees
and Agents. For purposes of this Section 11.10 only, the term “agent” shall include all appointed agents and Representatives. The parties to this Agreement acknowledge that each may have access to the names and
identities of agents of each party as a result of performing their respective obligations under this Agreement, and that each may establish close working relationships with such persons. Therefore:
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Broker and Agency (for purposes of this Section 11.10, “Selling Group”), shall not solicit
any agent of Principal Underwriter while an agent maintains his/ her affiliation with Principal Underwriter and for twelve (12) months after termination of the affiliation. In addition, Selling Group shall not
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interfere in any way with the relationships, contractual or otherwise, between Principal Underwriter and its agents. Selling Group shall not induce or encourage, or attempt to induce or
encourage, any agent of Principal Underwriter to terminate or change his/her relationship with Principal Underwriter; and |
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Principal Underwriter shall not solicit any agent of Selling Group while an agent maintains his/her
affiliation with Selling Group and for twelve (12) months after termination of the affiliation. In addition, Principal Underwriter shall not interfere in any way with the relationships, contractual or otherwise, between Selling Group and its
agents. Principal Underwriter shall not induce or encourage, or attempt to induce or encourage, any agent of Selling Group to terminate or change his/her relationship with Selling Group. |
Section 11.11. Waiver. The failure of either party to strictly enforce any provision of this Agreement shall not operate as a
waiver of such provision or release either party from its obligation to perform strictly in accordance with such provision.
Section 11.12. Counterparts. This Agreement may be executed in counterparts, with the same force and effect as if executed in one
complete document.
Section 11.13. Severability. If any provision of this Agreement is declared null, void or unenforceable in
whole or in part by any court, arbitrator or governmental agency, said provision shall survive to the extent it is not so declared and all the other provisions of the Agreement shall remain in full force and effect unless, in each case, such
declaration shall serve to deprive any of the parties hereto of the fundamental benefits of this Agreement.
Section 11.14.
Trademarks. Neither party may use the other party’s trademarks, service marks, trade names, logos, or other commercial or product designations (collectively, “Marks”) for any purpose whatsoever without the prior written consent
of the other party.
Section 11.15. Preparation of Certificates. Notwithstanding anything to the contrary in this Agreement,
Broker and Principal Underwriter shall cooperate fully in the preparation of and execution of any certificates that may be required by a regulatory authority or by Applicable Law, in connection with the offer, sale, and/or servicing of the
Contracts.
Section 11.16. Parties’ Control of Business and Operations. The performance or receipt of services pursuant
to this Agreement shall in no way impair the absolute control of the business and operations of each of the parties and their respective Affiliates by their own Board of Directors.
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In reliance on the representations set forth and in consideration of the undertakings described,
the parties represented below do hereby contract and agree.
“PRINCIPAL UNDERWRITER”
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EXHIBIT A
Schedule of Variable Product and Compensation
[TO BE INSERTED]
EXHIBIT B
Schedule of Fixed Product and Compensation
[TO BE INSERTED]
EXHIBIT C
ASSOCIATED INSURANCE AGENCY
The Broker/Dealer named below (“Broker”), having executed a Retail Sales Agreement (the “Agreement”) by and between Broker,
and Brighthouse Securities, LLC (the “Company”) dated that, among other things, provides for sales of Company’s or its
Affiliates’ Contracts through a designated associated insurance agency or agencies, hereby designates the associated insurance agency(s) (the “Associated Insurance Agency(s)”) named below as its Agency (as that term is defined in the
Agreement) pursuant to Article III thereof. By signing this Exhibit C, each of Broker and the Associated Insurance Agency(s) hereby represents and warrants that each of the Associated Insurance Agency(s) is and will remain qualified to serve as an
Agency in accordance with the terms of the Agreement. Each of the Associated Insurance Agency(s) hereby acknowledge that it has received a copy of the Agreement, that it has reviewed the Agreement and understands all of its terms, covenants and
agreements, that it has had the opportunity to consult with counsel of choice relative thereto and that it agrees to be bound by and subject to the terms of the Agreement.
Without limiting the foregoing, Broker-Dealer and Insurance Agent represent that they are in compliance with the terms and conditions of
Howard & Howard (sub. nom. First of America Brokerage Service, Inc.) (avail. Sept. 28, 1995) issued by the Staff of the SEC with respect to the non-registration as a broker-dealer of an insurance
agency associated with a registered broker-dealer. Broker-Dealer and Insurance Agent shall notify Company immediately in writing if Broker-Dealer and/or Insurance Agent fail to comply with any such terms and conditions and shall take such measures
as may be necessary and as promptly as practicable under the circumstances to cure any such non-compliance.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION THAT MAY BE ENFORCED BY THE PARTIES
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CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in this Post-Effective Amendment to Registration Statement File Nos. 333-200255/811-05200 on Form N-4 of our report dated March 24, 2023, relating to the financial
statements comprising each of the Sub-Accounts of Brighthouse Variable Annuity Account C, and our report dated March 1, 2023, relating to the financial statements of Brighthouse Life Insurance Company, both appearing in form N-VPFS of Brighthouse Variable Annuity Account C for the year ended December 31, 2022. We also consent to the reference to us under the heading “Independent Registered Public Accounting Firm” in the Statement of Additional Information, which is part of such Registration Statement.
/s/ DELOITTE & TOUCHE LLP
Tampa, Florida
April 19, 2023
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Eric Steigerwalt
Chairman of the Board, President, Chief Executive Officer and a Director
KNOW ALL MEN BY THESE PRESENTS, that I, Eric Steigerwalt, Chairman of the Board, President and Chief Executive Officer and a Director of Brighthouse Life Insurance
Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin, and Alexander Ulianov, as my attorney-in-fact and
agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to execute and file any instrument or document required to be filed as part of or in connection with or in
any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or the Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance (811-03927)
File No. 002-88637 MarketLifeSM and
Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and Brighthouse Variable
Life Accumulator- Series 2
File No. 333-96519 Brighthouse Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1, 2016)
and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after
April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis Portfolios (offered between November 7, 2005 and April 30, 2012)
File No. 333-200253 Series XC
File No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22, 2004 and
October 7, 2011)
File No. 333-200261 Series C (offered between September 4, 2001 and
October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share
Option (offered between April 30, 2007 and October 7, 2011)
File
No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and
Series S- L Share Option (offered on and after
May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar
Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File
No. 333-152189 Universal Annuity
File
No. 333-152190 Universal Select Annuity
File
No. 333-152191 Universal Annuity Advantage
File Nos.
333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier
Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM,
• Brighthouse Separate Account QPN for Variable Annuities
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-268618 Brighthouse SmartGuard Plus
File
No. 333-262390 Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay PlusSM Advisory Annuity
File No. 333-259505 Brighthouse
Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life
products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 3rd
day of March 2023.
|
| /s/ Eric Steigerwalt |
| Eric Steigerwalt |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Myles Lambert
Director and Vice President
KNOW ALL MEN BY THESE
PRESENTS, that I, Myles Lambert, a Director and Vice President of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin, and Alexander Ulianov, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to execute
and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or the
Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance (811-03927)
File No. 002-88637 MarketLifeSM and
Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and
Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse
Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and
May 1, 2016) and Series S-L Share Option (offered between
October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis
Portfolios (offered between November 7, 2005 and April 30, 2012)
File
No. 333-200253 Series XC
File
No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22,
2004 and October 7, 2011)
File No. 333-200261 Series C (offered between
September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and
Series S- L Share Option (offered on and after
May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar
Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File
No. 333-152189 Universal Annuity
File
No. 333-152190 Universal Select Annuity
File
No. 333-152191 Universal Annuity Advantage
File Nos.
333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier
Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM,
• Brighthouse Separate Account QPN for Variable Annuities
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-268618 Brighthouse SmartGuard Plus
File
No. 333-262390 Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay PlusSM Advisory Annuity
File No. 333-259505 Brighthouse
Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement
Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life
products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 7th
day of March 2023.
|
| /s/ Myles Lambert
|
| Myles Lambert |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
David A. Rosenbaum
Director and Vice President
KNOW ALL MEN BY THESE PRESENTS, that I,
David A. Rosenbaum, a Director and Vice President of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin, and Alexander Ulianov, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to execute
and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or the
Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance (811-03927)
File No. 002-88637 MarketLifeSM and
Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and
Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse
Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1,
2016) and
Series S-L Share Option (offered between
October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity (Flexible Bonus/Retirement
Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis
Portfolios (offered between November 7, 2005 and April 30, 2012)
File
No. 333-200253 Series XC
File
No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22,
2004 and October 7, 2011)
File No. 333-200261 Series C (offered between
September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and Series S- L Share Option (offered on and after May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse
Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 VintageAnnuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3
Annuity, Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File
Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM,
• Brighthouse Separate Account QPN for Variable Annuities
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-Brighthouse SmartGuard Plus
File No. 333-262390
Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay
PlusSM Advisory Annuity
File
No. 333-259505 Brighthouse Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement
Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life
products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 1st
day of March 2023.
|
| /s/ David A.
Rosenbaum |
| David A. Rosenbaum |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Jonathan Rosenthal
Director, Vice President and Chief Investment Officer
KNOW ALL MEN
BY THESE PRESENTS, that I, Jonathan Rosenthal, a Director, Vice President and Chief Investment Officer of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin,
and Alexander Ulianov, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign
and file on my behalf and to execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the
Securities Act of 1933 and/or the Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance (811-03927)
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and
Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse
Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1,
2016) and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between
October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered
between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after April 29, 2013)
File
No. 333-200237 PrimElite IV
File
No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File
No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis
Portfolios (offered between November 7, 2005 and April 30, 2012)
File
No. 333-200253 Series XC
File
No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22,
2004 and October 7, 2011)
File No. 333-200261 Series C (offered between
September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and
Series S- L Share Option (offered on and after
May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar
Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File
No. 333-152189 Universal Annuity
File
No. 333-152190 Universal Select Annuity
File
No. 333-152191 Universal Annuity Advantage
File Nos.
333-152192 and 333-152193 Brighthouse Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier
Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM,
• Brighthouse Separate Account QPN for Variable Annuities
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-268618 Brighthouse SmartGuard Plus
File
No. 333-262390 Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay PlusSM Advisory Annuity
File No. 333-259505 Brighthouse
Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement
Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life
products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 2nd
day of March 2023.
|
| /s/ Jonathan Rosenthal |
| Jonathan Rosenthal |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Edward A. Spehar
Director, Vice President and Chief Financial Officer
KNOW ALL MEN BY
THESE PRESENTS, that I, Edward A. Spehar, a Director, Vice President and Chief Financial Officer of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin, and
Alexander Ulianov, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and
file on my behalf and to execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the
Securities Act of 1933 and/or the Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance (811-03927)
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and
Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse
Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1,
2016) and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between
October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered
between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after April 29, 2013)
File
No. 333-200237 PrimElite IV
File
No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File
No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis
Portfolios (offered between November 7, 2005 and April 30, 2012)
File
No. 333-200253 Series XC
File
No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22,
2004 and October 7, 2011)
File No. 333-200261 Series C (offered between
September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and Series S- L Share Option (offered on and after May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse
Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM,
• Brighthouse Separate Account QPN for Variable Annuities
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-268618 Brighthouse SmartGuard Plus
File
No. 333-262390 Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay PlusSM Advisory Annuity
File No. 333-259505 Brighthouse
Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement
Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life
products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 9th
day of March 2023.
|
| /s/ Edward A. Spehar |
| Edward A. Spehar |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Kristine Toscano
Vice President and Chief Accounting Officer
KNOW ALL MEN BY THESE
PRESENTS, that I, Kristine Toscano, Vice President and Chief Accounting Officer of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin, and Alexander Ulianov,
as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and
to execute and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933
and/or the Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance
(811-03927)
File No. 002-88637 MarketLifeSM and Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and
Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse
Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1,
2016) and
Series S-L Share Option (offered between
October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after April 29, 2013)
File No. 333-200237 PrimElite IV
File No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File No. 333-200240 Group Flexible Payment Variable Annuity
(Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis
Portfolios (offered between November 7, 2005 and April 30, 2012)
File
No. 333-200253 Series XC
File
No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22,
2004 and October 7, 2011)
File No. 333-200261 Series C (offered between
September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and Series S- L Share Option (offered on and after May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse
Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier
Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM
File No. 333-156911 Brighthouse
Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-268618 Brighthouse SmartGuard Plus
File
No. 333-262390 Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay PlusSM Advisory Annuity
File No. 333-259505 Brighthouse
Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement
Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity,
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 2nd
day of March 2023.
|
| /s/ Kristine Toscano |
| Kristine Toscano |
Brighthouse Life Insurance Company
POWER OF ATTORNEY
Gianna H. Figaro-Sterling
Vice President and Controller
KNOW ALL MEN BY THESE PRESENTS, that
I, Gianna H. Figaro-Sterling, Vice President and Controller of Brighthouse Life Insurance Company, a Delaware company (the “Company”), do hereby constitute and appoint Michele H. Abate, Allie Lin, and Alexander Ulianov, as my attorney-in-fact and agent, each of whom may act individually and none of whom is required to act jointly with any of the others, to sign and file on my behalf and to execute
and file any instrument or document required to be filed as part of or in connection with or in any way related to, the Registration Statements and any and all amendments thereto filed by the Company under the Securities Act of 1933 and/or the
Investment Company Act of 1940, pertaining to:
• Brighthouse Fund UL for Variable Life Insurance (811-03927)
File No. 002-88637 MarketLifeSM and
Invest
File No. 333-152219
MarketLifeSM
File No. 333-56952
Brighthouse Variable Survivorship Life II
File No. 333-69771 Brighthouse Variable
Survivorship Life
File No. 333-96515 Brighthouse Variable Life Accumulator and
Brighthouse Variable Life Accumulator- Series 2
File No. 333-96519 Brighthouse
Variable Life
File No. 333-113109 Brighthouse Variable Life Accumulator- Series 3
File No. 333-152216 Portfolio Architect Life
File No. 333-152217 VintageLife,
• Brighthouse Fund UL III for Variable Life Insurance (811-09215)
File No. 333-71349 Corporate Owned VUL Series 1
File No. 333-94779 Corporate Owned VUL 2000 and Corporate Owned VUL III
File No. 333-105335 Corporate Select Policy
File No. 333-113533 Corporate Owned VUL IV,
• Brighthouse Separate Account A (811-03365)
File No. 333-200231 Series VA (offered between October 7, 2011 and May 1, 2016)
File No. 333-200232 Series S (offered between October 7, 2011 and May 1,
2016) and Series S-L Share Option (offered between October 7, 2011 and May 1, 2016)
File No. 333-200233 Series VA- 4 (offered between
October 7, 2011 and May 1, 2016)
File No. 333-200234 Series O (offered
between April 30, 2012 and July 19, 2015)
File No. 333-200236 Series L- 4 Year (offered on and after April 29, 2013)
File
No. 333-200237 PrimElite IV
File
No. 333-200238 Marquis Portfolios (offered on and after April 30, 2012)
File No. 333-200239 Brighthouse Growth and Income
File
No. 333-200240 Group Flexible Payment Variable Annuity (Flexible Bonus/Retirement Companion/Smart Choice)
File No. 333-200243 PrimElite III
File No. 333-200246 Brighthouse Simple SolutionsSM
File No. 333-200250 Marquis
Portfolios (offered between November 7, 2005 and April 30, 2012)
File
No. 333-200253 Series XC
File
No. 333-200256 Series VA (offered between March 22, 2001 and October 7, 2011)
File No. 333-200259 Series L and Series L– 4 Year (offered between November 22,
2004 and October 7, 2011)
File No. 333-200261 Series C (offered between
September 4, 2001 and October 7, 2011)
File No. 333-200263 Series XTRA
File No. 333-200265 Series S and Series S- L Share Option (offered between April 30, 2007 and October 7, 2011)
File No. 333-200268 Series L- 4 Year (offered between October 7, 2011 and April 28, 2013)
File No. 333-200270 Group Annuity SF 101
File No. 333-200272 Ultimate Annuity FSL 224
File No. 333-200275 Foresight SF 137
File No. 333-200277 SecurAnnuity (CLICO) 224/ SF 1700
File No. 333-200278 Group VA SF 234 (Texas)
File No. 333-200280 Sunshine SF 236 FL
File No. 333-200281 Flexible Value SF 230
File No. 333-200282 Investors Choice Annuity, Capital Strategist Annuity, Imprint Annuity
and Strive Annuity
File No. 333-200283 Protected Equity Portfolio (PEP)
File No. 333-200284 Vintage L and Vintage XC
File No. 333-200285 Series XTRA 6
File No. 333-200286 Series VA- 4 (offered between
May 1, 2011 and October 7, 2011)
File No. 333-200287 Series C (offered on
and after October 7, 2011)
File No. 333-200288 Pioneer PRISM
File No. 333-200289 Pioneer PRISM L
File No. 333-200290 Pioneer PRISM XC
File No. 333-200323 Brighthouse Investment Portfolio ArchitectSM-Standard Version and Brighthouse Investment Portfolio ArchitectSM -C Share Option
File No. 333-203748 Series O (offered on and after July 20, 2015)
File No. 333-209053 Series VA (offered on and after May 2, 2016)
File No. 333-209054 Series VA- 4 (offered on and
after May 2, 2016)
File No. 333-209055 Series S (offered on and after May 2,
2016) and Series S- L Share Option (offered on and after May 2, 2016)
File No. 333-209411 Brighthouse Prime Options,
• Brighthouse Separate Account Eleven for Variable Annuities (811-21262)
File Nos. 333-101778 and 333-152234 Pioneer AnnuiStar Plus Annuity, Portfolio Architect Plus Annuity and Scudder Advocate Rewards Annuity
File No. 333-152189 Universal Annuity
File No. 333-152190 Universal Select Annuity
File No. 333-152191 Universal Annuity Advantage
File Nos. 333-152192 and 333-152193 Brighthouse
Retirement Account
File No. 333-152194 Gold Track and Gold Track Select
File Nos. 333-152197 and 333-152198 Brighthouse Access
Annuity and Brighthouse Access Select Annuity
File Nos. 333-152199 and 333-152200 Vintage Annuity
File Nos. 333-152201 and 333-152202 Index Annuity
File Nos. 333-152232 and 333-152233 Portfolio Architect Annuity, Portfolio Architect Select Annuity, Premier Advisers Annuity (Class I) and Premier Advisers Annuity (Class II)
File Nos. 333-152235 and 333-152236 Pioneer AnnuiStar
Annuity, Portfolio Architect II Annuity and Pioneer AnnuiStar Value Annuity
File Nos.
333-152237 and 333-152238 Premier Advisers II Annuity, Premier Advisers III (Series I) and Premier
Advisers III Annuity (Series II)
File Nos. 333-152239 and 333-152240 Premier Advisers
AssetManager Annuity, Premier Advisers L Annuity (Series I) and Premier Advisers L Annuity (Series II)
File Nos. 333-152255 and 333-152265 Vintage XTRA Annuity, Portfolio Architect XTRA Annuity and Vintage XTRA Annuity (Series II)
File Nos. 333-152256 and 333-152292 Vintage 3 Annuity,
Portfolio Architect 3 Annuity, Portfolio Architect L Annuity, Vintage L Annuity and Pioneer AnnuiStar Flex Annuity
File Nos. 333-152258 and 333-152261 PrimElite Annuity
File Nos. 333-152259 and 333-152262 PrimElite II Annuity
File Nos. 333-152260 and 333-152266 Protected Equity Portfolio Annuity
File Nos.
333-152263 and 333-152269 Marquis Portfolios
File
Nos. 333-152264 and 333-152270 Vintage Access, Portfolio Architect Access, Scudder Advocate Advisor and Scudder Advocate Advisor- ST1 Annuity
File Nos. 333-152267 and 333-152268 Vintage II Annuity
and Vintage II Annuity (Series II)
File No. 333-197658 Brighthouse Accumulation
Annuity
File No. 333-208464 Brighthouse Premier Variable AnnuitySM,
• Brighthouse Separate Account QPN for Variable Annuities
File No. 333-156867 Unallocated Group Variable Annuity
File No. 333-156911 Brighthouse Retirement Perspectives,
• Brighthouse Variable Annuity Account C (811-05200)
File No. 333-200244 Class XC
File No. 333-200247 Class VA, Class AA and Class B
File No. 333-200249 Class L and Class L– 4 Year
File No. 333-200252 Class A
File No. 333-200255 COVA VA, Firstar Summit VA, Premier Advisor VA, Destiny Select VA,
Prevail VA
File No. 333-200258 COVA VA SPDA
File No. 333-200260 COVA Series A
File No. 333-200262 Navigator-Select/Custom-Select/Russell-Select
File No. 333-200264 Navigator-Select/Custom-Select/Russell-Select (CA)
File No. 333-200266 COVA VA and Premier Advisor (CA)
File No. 333-200267 COVA Series A (CA)
File No. 333-200269 Class C
File No. 333-200271 Class VA (CA), Class AA (CA), and Class B (CA)
File No. 333-200273 Class XC (CA)
File No. 333-200274 Class L (CA) and Class L - 4 Year (CA)
File No. 333-200276 Class A (CA)
File No. 333-200279 Class C (CA),
• Brighthouse Variable Life Account A (811-21851)
File No. 333-200241 Equity Advantage Variable Universal Life,
• Brighthouse Variable Life Account One (811-07971)
File No. 333-200242 Class VL
File No. 333-200245 Class VL (CA)
File No. 333-200248 Modified Single Premium Variable Life
File No. 333-200251 Custom Select and Russell Select Variable Life
File No. 333-200254 Modified Single Premium Variable Life (CA)
File No. 333-200257 Custom Select Variable Life,
And pertaining to:
File No. 333-268618 Brighthouse SmartGuard Plus
File
No. 333-262390 Brighthouse Shield® Level Pay PlusSM Annuity and Brighthouse Shield® Level Pay Plus Advisory Annuity
File No. 333-259505 Brighthouse
Shield® Level Select 6-Year Annuity v.3
File No. 333-233240 Brighthouse
Shield® Level 10 Advisory Annuity
File
No. 333-268427 Brighthouse Shield® Level Select Advisory Annuity
File No. 333-263492 Brighthouse
Shield® Level Select 6-Year Annuity
File No. 333-263495 Brighthouse
Shield® Level Select 3-Year Annuity
File No. 333-238213 Brighthouse
Shield® Level 10 Annuity
File
No. 333-208664 Brighthouse Shield Level Selector® Annuity
File No. 333-207091 Brighthouse Shield Level Selector® 3-Year Annuity
Brighthouse Retirement
Account Liquidity Benefit
T-Mark Fixed Annuity
Fixed Annuity (Strategic Value Annuity)
Registered Fixed Account Option
Target Maturity,
And new annuities and life
products such as:
Brighthouse Shield Annuity
Brighthouse Shield 3-Year Annuity
Brighthouse Shield 6-Year Annuity
Brighthouse Index-linked Life Insurance Policy,
and to have full power and authority to do or cause to be done in my name, place and stead each and every act and thing necessary or appropriate in order to effectuate
the same, as fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact or any of them, may do
or cause to be done by virtue hereof. This Power of Attorney does not revoke any prior powers of attorney.
IN WITNESS WHEREOF, I have hereunto set my hand this 2nd
of March 2023.
|
| /s/ Gianna H. Figaro-Sterling |
| Gianna H. Figaro-Sterling |