Attached files
file | filename |
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EX-5 - OPINION AND CONSENT OF LEGAL COUNSEL - VOYA RETIREMENT INSURANCE & ANNUITY Co | opinionltrfinal.htm |
EX-23.I - AUDITORS CONSENT - VOYA RETIREMENT INSURANCE & ANNUITY Co | p30-consentiliacs1333_.htm |
As filed with the Securities and Exchange Commission on February 19, 2010
Registration No. 333-___________
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
FORM S-1 |
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
ING LIFE INSURANCE AND ANNUITY COMPANY
(Exact name of registrant as specified in its charter) |
Connecticut |
(State or other jurisdiction of incorporation or organization) |
6311 |
(Primary Standard Industrial Classification Code Number) |
71-0294708 |
(I.R.S. Employer Identification Number) One Orange Way Windsor, Connecticut 06095-4774 1-800-262-3862 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) John S. (Scott) Kreighbaum, Esq. ING 1475 Dunwoody Drive West Chester, PA 19380-1478 (610) 425-3404 (Name, address, including zip code, and telephone number, including area code, of agent for service) |
As soon as practicable after the effective date of this registration statement
(Approximate date of commencement of proposed sale to the public)
If any of the securities being registered to this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box.þ
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.þ 333-162140
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.¨
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.¨
Large accelerated filer ¨ | Accelerated Filer ¨ | ||||
Non-accelerated filer þ (Do not check if a smaller reporting company) | Smaller reporting company ¨ | ||||
Calculation of Registration Fee | |||||
Title of Each Class of | |||||
Securities to be | Amount to be Registered | Proposed Maximum | Proposed Maximum | Amount of Registration | |
Registered | Offering Price Per Unit | Aggregate Offering Price | Fee | ||
Interests in Single | * | * | $1,792,100 | $127.78 | |
Premium Deferred | |||||
Modified Guaranteed | |||||
Annuity Contracts |
* | The proposed maximum aggregate offering price is estimated solely for the purpose of determining the registration fee. The amount to be registered and the proposed maximum offering price per unit are not applicable as these securities are not issued in predetermined amounts or units. |
PARTS I and II
INFORMATION REQUIRED IN THE PROSPECTUS
The entire contents of the Registration Statement on Form S-1 (File No. 333-162140), as filed with the United States Securities and Exchange Commission (SEC) on December 31, 2009 are incorporated herein by reference and made a part of this Registration Statement.
SIGNATURES |
As required by the Securities Act of 1933, the Registrant has duly caused this Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized in the City of West Chester, Commonwealth of Pennsylvania, on this 19th day of February, 2010.
By: | ING LIFE INSURANCE AND ANNUITY COMPANY |
(REGISTRANT) | |
By: | /s/ Catherine H. Smith |
Catherine H. Smith | |
President (principal executive officer) |
As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated. Each person whose signature appears below hereby constitutes and appoints, John S. (Scott) Kreighbaum, J. Neil McMurdie, Nicholas Morinigo and Michael Pignatella, and each of them individually, such persons true and lawful attorneys and agents with full power of substitution and resubstitution for him or her and in his or her name, place and stead, in any and all capacities, to sign for such person and in such persons name and capacity indicated below, any and all amendments to this Registration Statement, hereby ratifying and confirming such persons signature as it may be signed by said attorneys to any and all amendments (pre-effective and post-effective amendments). This Registration has been signed by the following persons in the capacities indicated on February 19, 2010.
Signatures | Titles |
/s/ Catherine H. Smith | |
Catherine H. Smith | President and Director |
(principal executive officer) | |
/s/ T. J. McInerney | |
Thomas J. McInerney | Director and Chairman |
/s/ Ewout Steenbergen | |
Ewout Steenbergen | Director, Executive Vice President and Chief Financial Officer |
(principal financial officer) | |
/s/ Steven T. Pierson | |
Steven T. Pierson | Senior Vice President and Chief Accounting Officer |
(principal accounting officer) | |
/s/ Donald W. Britton | |
Donald W. Britton | Director |
/s/ Robert G. Leary | |
Robert G. Leary | Director |
/s/ Michael S. Smith | |
Michael S. Smith | Director |
State of New York County of New York |
On the 19th day of February in the year 2010, before me, the undersigned, personally appeared Ewout Steenbergen, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.
Helen M. Scheuer | |
/s/ Helen M. Scheuer | Notary Public, State of New York |
Notary Public | No. 01SC352985 |
Qualified in New York County | |
Commission Expires 4-30-2011 | |
State of New York | |
County of New York |
On the 16th day of February in the year 2010, before me, the undersigned, personally appeared Robert G. Leary, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.
Helen M. Scheuer | |
/s/ Helen M. Scheuer | Notary Public, State of New York |
Notary Public | No. 01SC352985 |
Qualified in New York County | |
Commission Expires 4-30-2011 |
CAUTION TO THE PRINCIPAL: Your Power of Attorney is an important document. As the principal, you give the person whom you choose (your agent) authority to spend your money and sell or dispose of your property during your lifetime without telling you. You do not lose your authority to act even though you have given your agent similar authority.
When your agent exercises this authority, he or she must act according to any instructions you have provided or, where there are no specific instructions, in your best interest. Important Information for the Agent at the end of this document describes your agents responsibilities.
Your agent can act on your behalf only after signing the Power of Attorney before a notary public.
You can request information from your agent at any time. If you are revoking a prior Power of Attorney by executing this Power of Attorney, you should provide written notice of the revocation to your prior agent(s) and to the financial institutions where your accounts are located.
You can revoke or terminate your Power of Attorney at any time for any reason as long as you are of sound mind. If you are no longer of sound mind, a court can remove an agent for acting improperly.
Your agent cannot make health care decisions for you. You may execute a Health Care Proxy to do this.
The law governing Powers of Attorney is contained in the New York General Obligations Law, Article 5, Title 15. This law is available at a law library, or online through the New York State Senate or Assembly websites, www.senate.state.ny.us or www.assembly.state.ny.us.
If there is anything about this document that you do not understand, you should ask a lawyer of your own choosing to explain it to you.
Signature of Agents: | |
State of Pennsylvania | |
/s/ John S. Kreighbaum | County of Chester |
John S. (Scott ) Kreighbaum | |
On this, the 18th day of February, 2010, before me Michael T. | |
Zelinsky, the undersigned officer, personally appeared John S. (Scott) | |
Commonwealth of Pennsylvania | Kreighbaum, known to me (or satisfactorily proven) to be the person |
Notarial Seal | whose name is subscribed as attorney in fact for Ewout Steenbergen, |
Michael T. Zelinsky, Notary Public | and acknowledged that he executed the same as the act of his principal |
West Whiteland Twp., Chester County | for the purposes therein contained. |
My Commission Expires Jan. 31, 2012 | |
/s/ Michael T. Zelinsky | |
Notary Public | |
State of Pennsylvania | |
/s/ Nicholas Morinigo | County of Chester |
Nicholas Morinigo | |
On this, the 18th day of February, 2010, before me Michael T. | |
Zelinsky, the undersigned officer, personally appeared Nicholas | |
Commonwealth of Pennsylvania | Morinigo, known to me (or satisfactorily proven) to be the person |
Notarial Seal | whose name is subscribed as attorney in fact for Ewout Steenbergen, |
Michael T. Zelinsky, Notary Public | and acknowledged that he executed the same as the act of his principal |
West Whiteland Twp., Chester County | for the purposes therein contained. |
My Commission Expires Jan. 31, 2012 | |
/s/ Michael T. Zelinsky | |
Notary Public | |
State of Connecticut | |
/s/ J. Neil McMurdie | County of Hartford Town of Windsor |
J. Neil McMurdie | |
The foregoing instrument was executed and acknowledged before me | |
this 19th day of February, 2010, by J. Neil McMurdie, as attorney in | |
Nicole L. Molleur | fact on behalf of Ewout Steenbergen. |
Notary Public Within and for | |
The State of Connecticut | |
My commission expires: Nov. 30, 2014 | |
/s/ Nicole L. Molleur | |
Notary Public | |
State of Connecticut | |
/s/ Michael A. Pignatella | County of Hartford Town of Windsor |
Michael A. Pignatella | |
The foregoing instrument was executed and acknowledged before me | |
this 19th day of February, 2010, by Michael A. Pignatella, as attorney | |
Nicole L. Molleur | in fact on behalf of Ewout Steenbergen. |
Notary Public Within and for | |
The State of Connecticut | |
My commission expires: Nov. 30, 2014 | |
/s/ Nicole L. Molleur | |
Notary Public |
Signature of Agents: | |
/s/ John S. Kreighbaum | State of Pennsylvania |
John S. (Scott ) Kreighbaum | County of Chester |
On this, the 18th day of February, 2010, before me Michael T. | |
Commonwealth of Pennsylvania | Zelinsky, the undersigned officer, personally appeared John S. (Scott) |
Notarial Seal | Kreighbaum, known to me (or satisfactorily proven) to be the person |
Michael T. Zelinsky, Notary Public | whose name is subscribed as attorney in fact for Robert G. Leary, and |
West Whiteland Twp., Chester County | acknowledged that he executed the same as the act of his principal for |
My Commission Expires Jan. 31, 2012 | the purposes therein contained. |
/s/ Michael T. Zelinsky | |
Notary Public | |
State of Pennsylvania | |
/s/ Nicholas Morinigo | County of Chester |
Nicholas Morinigo | |
On this, the 18th day of February, 2010, before me Michael T. | |
Zelinsky, the undersigned officer, personally appeared Nicholas | |
Commonwealth of Pennsylvania | Morinigo, known to me (or satisfactorily proven) to be the person |
Notarial Seal | whose name is subscribed as attorney in fact for Robert G. Leary, and |
Michael T. Zelinsky, Notary Public | acknowledged that he executed the same as the act of his principal for |
West Whiteland Twp., Chester County | the purposes therein contained. |
My Commission Expires Jan. 31, 2012 | |
/s/ Michael T. Zelinsky | |
Notary Public | |
State of Connecticut | |
/s/ J. Neil McMurdie | County of Hartford Town of Windsor |
J. Neil McMurdie | |
The foregoing instrument was executed and acknowledged before me | |
this 19th day of February, 2010, by J. Neil McMurdie, as attorney in | |
Nicole L. Molleur | fact on behalf of Robert G. Leary. |
Notary Public Within and for | |
The State of Connecticut | |
My commission expires: Nov. 30, 2014 | |
/s/ Nicole L. Molleur | |
Notary Public | |
State of Connecticut | |
/s/ Michael A. Pignatella | County of Hartford Town of Windsor |
Michael A. Pignatella | |
The foregoing instrument was executed and acknowledged before me | |
this 19th day of February, 2010, by Michael A. Pignatella, as attorney | |
Nicole L. Molleur | in fact on behalf of Robert G. Leary. |
Notary Public Within and for | |
The State of Connecticut | |
My commission expires: Nov. 30, 2014 | |
/s/ Nicole L. Molleur | |
Notary Public |
IMPORTANT INFORMATION FOR THE AGENT:
When you accept the authority granted under this Power of Attorney, a special legal relationship is created between you and the principal. This relationship imposes on you legal responsibilities that continue until you resign or the Power of Attorney is terminated or revoked. You must:
(1) act according to any instructions from the principal, or, where there are no instructions, in the principals best interest;
(2) avoid conflicts that would impair your ability to act in the principals best interest;
(3) keep the principals property separate and distinct from any assets you own or control, unless otherwise permitted by law;
(4) keep a record of all receipts, payments, and transactions conducted for the principal; and
(5) disclose your identity as an agent whenever you act for the principal by writing or printing the principals name and signing your own name as agent in either of the following manner: (Principals Name) by (Your Signature) as Agent, or (your signature as Agent for (Principals Name).
You may not use the principals assets to benefit yourself or give major gifts to yourself or anyone else unless the principal has specifically granted you that authority in this Power of Attorney or in a Statutory Major Gifts Rider attached to this Power of Attorney. If you have that authority, you must act according to any instructions of the principal or, where there are no such instructions, in the principals best interest.; You may resign by giving written notice to the principal and to any co-agent, successor agent, monitor if one has been named in this document, or the principals guardian if one has been appointed. If there is anything about this document or your responsibilities that you do not understand, you should seek legal advice.
Liability of the agent:
The meaning of the authority given to you is defined in New Yorks General Obligations Law, Article 5, Title 15. If it is found that you have violated the law or acted outside the authority granted to you in the Power of Attorney, you may be liable under the law for your violation.
EXHIBIT INDEX |
Exhibit |
16(a)(5) | Opinion as to Legality | EX-5 |
16(a)(23)(i) | Consent of Independent Registered Public Accounting Firm | EX-23.I |
16(a)(23)(ii) | Consent of Legal Counsel* | |
*Included in Exhibit (5) above. |