Registration No. 333-216083
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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AXA EQUITABLE LIFE INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
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NEW YORK
(State or other jurisdiction of incorporation or organization)
13-5570651
(I.R.S. Employer Identification No.)
1290 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK 10104
(212) 554-1234
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
SHANE DALY
VICE PRESIDENT AND ASSOCIATE GENERAL COUNSEL
AXA EQUITABLE LIFE INSURANCE COMPANY
1290 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK 10104
(212) 554-1234
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
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Approximate date of commencement of proposed sale to the public: As soon after
the effective date of this Registration Statement as is practicable.
If the only securities being registered on this Form are being offered pursuant
to dividend or interest reinvestment plans, please check the following box. [_]
If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box: [X]
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. [_]
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 registration statement pursuant to General Instruction I.D.
or a post-effective amendment thereto that shall become effective upon filing
with the commission pursuant to Rule 462(e) under the Securities Act, check the
following box. [_]
If this Form is a post-effective amendment to a registration statement filed
pursuant to General Instruction I.D. filed to register additional securities or
additional classes of securities pursuant to Rule 413(b) under the Securities
Act, check the following box. [_]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, a smaller reporting company or an
emerging growth company. See the definitions of "large accelerated filer,"
"accelerated filer","smaller reporting company" and "emerging growth company"
in Rule 12b-2 of the Exchange Act.
Large accelerated filer [_] Accelerated filer [_]
Non-accelerated filer [X] (do not check if a smaller reporting company) Smaller reporting company [_]
Emerging growth company [_]
If an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 7(a)(2)(B)
of Securities Act. [_]
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The Registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the Registrant
shall file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until this Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
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Note
This Post-Effective Amendment No. 2 ("PEA") to the Form S-3 Registration
Statement No. 333-216083 ("Registration Statement") of AXA Equitable Life
Insurance Company ("AXA Equitable") is being filed for the purpose of including
in the Registration Statement the additions/modifications reflected in the
Return of Premium Death Benefit Supplement. Part II has also been updated
pursuant to the requirements of Form S-3. For avoidance of doubt, Part I
included in Pre-Effective Amendment No. 2 to the Registration Statement (File
No. 333-216083) is hereby incorporated by reference to the extent required by
applicable law.
AXA Equitable Life Insurance Company
SUPPLEMENT DATED DECEMBER 21, 2017 TO THE JUNE 1, 2017 PROSPECTUS FOR
STRUCTURED CAPITAL STRATEGIES(R) PLUS
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This Supplement modifies certain information in the above-referenced prospectus
(the "Prospectus") offered by AXA Equitable Life Insurance Company ("AXA
Equitable"). You should read this Supplement in conjunction with your
Prospectus and retain it for future reference. Unless otherwise indicated, all
other information included in your Prospectus remains unchanged. The terms we
use in this Supplement have the same meaning as in your Prospectus. We will
send you another copy of any prospectus or supplement without charge upon
request. Please contact the customer service center referenced in your
Prospectus.
The purpose of this Supplement is to add an optional Return of Premium Death
Benefit.
Please note the following changes to the Prospectus:
1. THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "WHAT IS STRUCTURED CAPITAL STRATEGIES(R)
PLUS?":
Structured Capital Strategies(R) PLUS is a variable and index-linked
deferred annuity contract issued by AXA EQUITABLE LIFE INSURANCE COMPANY.
The Structured Capital Strategies(R) contract provides for the accumulation
of retirement savings. The contract also offers several payout options and
an optional death benefit. You invest to accumulate value on a tax-deferred
basis in one or more of our variable investment options, in one or more of
the Segments comprising the Structured Investment Option or in our Dollar
Cap Averaging Program. See "Definition of key terms" later in this
Prospectus for a more detailed explanation of terms associated with the
Structured Investment Option.
2. THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "WHAT IS STRUCTURED CAPITAL STRATEGIES(R)
PLUS?":
WE RESERVE THE RIGHT TO DISCONTINUE THE ACCEPTANCE OF, AND/ OR PLACE
ADDITIONAL LIMITATIONS ON, CONTRIBUTIONS INTO CERTAIN INVESTMENT OPTIONS,
INCLUDING ANY OR ALL OF THE SEGMENTS COMPRISING THE STRUCTURED INVESTMENT
OPTION. IF WE EXERCISE THIS RIGHT, YOUR ABILITY TO INVEST IN YOUR CONTRACT,
INCREASE YOUR ACCOUNT VALUE AND, CONSEQUENTLY, INCREASE YOUR ACCOUNT VALUE
DEATH BENEFIT OR RETURN OF PREMIUM DEATH BENEFIT, IF ELECTED, WILL BE
LIMITED.
3. THE FOLLOWING HEREBY SUPPLEMENTS AND AMENDS, AND TO THE EXTENT INCONSISTENT
REPLACES, THE CORRESPONDING INFORMATION IN "DEFINITIONS OF KEY TERMS":
OWNER -- The "owner" is the person who is the named owner in the contract
and, if an individual, is the measuring life for determining contract
benefits, except for the Return of Premium Death Benefit.
REFERENCE LIFE (LIVES) -- The Reference Life (or Reference Lives) is the
individual or individuals on whose life we base the optional Return of
Premium Death Benefit. We establish the Reference Life (or Reference Lives)
at contract issue and the Reference Life (or Reference Lives) generally does
not change. For contracts with a natural owner, the Reference Life (or
Reference Lives) is the original owner (or original joint owners). For
contracts with a non-natural owner, the Reference Life is the original
annuitant. The Reference Life or Reference Lives may also be referred to as
the Measuring Life or Measuring Lives in certain documents.
4. THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "STRUCTURED CAPITAL
STRATEGIES(R) PLUS AT A GLANCE -- KEY FEATURES":
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DEATH BENEFITS . Return of Premium Death Benefit (for an additional
charge)
The optional Return of Premium Death Benefit is payable
upon the death of the Reference Life (or surviving
Reference Life if there are joint Reference Lives). The
Reference Life will not generally change even if the
owner or annuitant is changed. If elected, the death
benefit payable is the greater of the Return of Premium
Death Benefit amount (calculated as total contributions
reduced pro rata by any withdrawals) or the account
value. The guaranteed benefits under the contract are
supported by AXA Equitable's general account and are
subject to AXA Equitable's claims paying ability.
Con- tract owners should look to the financial strength
of AXA Equitable for its claims paying ability.
. Account value death benefit (no additional charge)
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5. THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING SECTION IN "FEE TABLE":
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CHARGES WE DEDUCT FROM YOUR VARIABLE INVESTMENT OPTIONS
(INCLUDING THE SEGMENT TYPE HOLDING ACCOUNTS) EXPRESSED AS
AN ANNUAL PERCENTAGE OF DAILY NET ASSETS
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SEPARATE ACCOUNT ANNUAL EXPENSES: -
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Variable Investment Option fee/(6)/ 1.15%
This fee does not apply to amounts held in a
Segment.
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OPTIONAL SEPARATE ACCOUNT EXPENSES:
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Return of Premium Death Benefit charge/(*)/ 0.20%
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TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES WITH HIGHEST
OPTIONAL SEPARATE ACCOUNT ANNUAL EXPENSES 1.35%
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/(6)/On a non-guaranteed basis, we may waive any portion of the variable
investment option fee as it applies to the EQ/Money Market variable
investment option (including any amounts in the Segment Type Holding
Accounts and dollar cap averaging account) to the extent that the fee
exceeds the income distributed by the underlying EQ/Money Market
Portfolio. This waiver is limited to the variable investment option fee,
and it is not a fee waiver or performance guarantee for the underlying
EQ/Money Market Portfolio. See "Variable Investment Option fee" in
"Charges and expenses" later in this Prospectus.
/(*)/On a non-guaranteed basis, we may waive any portion of the Return of
Premium Death Benefit charge as it applies to the EQ/Money Market
variable investment option (including any amounts in the Segment Type
Holding Accounts and dollar cap averaging account) to the extent that the
charge exceeds the income distributed by the underlying EQ/Money Market
Portfolio. This waiver is limited to the Return of Premium Death Benefit
charge, and it is not a fee waiver or performance guarantee for the
underlying EQ/Money Market Portfolio. See "Return of Premium Death
Benefit charge" in "Charges and expenses" later in this Prospectus.
6. THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "FEE TABLE":
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CHARGES WE DEDUCT FROM SEGMENTS IF YOU ELECT THE OPTIONAL
RETURN OF PREMIUM DEATH BENEFIT, EXPRESSED AS AN ANNUAL
PERCENTAGE OF THE SEGMENT INVESTMENT
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Return of Premium Death Benefit charge/(9)/ 0.20%
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/(9)/The Return of Premium Death Benefit charge is deducted from each Segment
on the Segment Maturity Date as part of the Segment Rate of Return
calculation. If the contract is surrendered or annuitized, a withdrawal
is taken, or a death benefit is paid, on any date other than the Segment
Maturity Date, we will deduct a pro rata portion of the charge from each
Segment.
7. THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "FEE TABLE -- EXAMPLES":
The example assumes that you invest $10,000 in the contract (and allocate
the entire amount to the specified variable investment options and not to
any Segments) for the time periods indicated and that your investment has a
5% return each year and you elected the Return of Premium Death Benefit. The
example also assumes (i) the total annual expenses of the portfolios set
forth in the previous tables; and (ii) there is no waiver of any withdrawal
charge. Although your actual costs may be higher or lower, based on these
assumptions, your costs would be:
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IF YOU SURRENDER YOUR CONTRACT AT IF YOU DO NOT SURRENDER YOUR CONTRACT AT
THE END OF THE APPLICABLE TIME PERIOD THE END OF THE APPLICABLE TIME PERIOD
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1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
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AXABalanced Strategy $852 $1,274 $1,722 $2,816 $252 $774 $1,322 $2,816
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EQ/MoneyMarket $817 $1,169 $1,548 $2,468 $217 $669 $1,148 $2,468
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The example assumes that you invest $10,000 in the contract (and allocate
the entire amount to the specified variable investment options and not to
any Segments) for the time periods indicated and that your investment has a
5% return each year and you did not elect the Return of Premium Death
Benefit. The example also assumes (i) the total annual expenses of the
portfolios set forth in the previous tables; and (ii) there is no waiver of
any withdrawal charge. Although your actual costs may be higher or lower,
based on these assumptions, your costs would be:
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IF YOU SURRENDER YOUR CONTRACT AT IF YOU DO NOT SURRENDER YOUR CONTRACT AT
THE END OF THE APPLICABLE TIME PERIOD THE END OF THE APPLICABLE TIME PERIOD
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1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
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AXABalanced Strategy $831 $1,212 $1,619 $2,611 $231 $712 $1,219 $2,611
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EQ/MoneyMarket $796 $1,107 $1,443 $2,255 $196 $607 $1,043 $2,255
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8. THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "RISK FACTORS":
. You cannot terminate the Return of Premium Death Benefit once you elect
it. This means that you cannot avoid paying the charge for the Return of
Premium Death Benefit even if you no longer want or need the protection
offered by the Return of Premium Death Benefit. This also means you
cannot avoid paying the charge when the account value is higher than
your adjusted contributions.
2
. If you elect the Return of Premium Death Benefit, then you cannot make
contributions to the contract once the oldest living Reference Life
reaches age 76 (or the first contract date anniversary if later). This
means that you will not be able to increase the Return of Premium Death
Benefit amount after this date.
. If the owner of the contract is changed, the original owner(s) will
remain as the Reference Life (Reference Lives) for the Return of Premium
Death Benefit. This means that if the new owner dies before the
Reference Life (Reference Lives), the Return of Premium Death Benefit is
not payable. Also, the Return of Premium Death Benefit is not payable if
the new owner elects an annuity payout option, which terminates the
benefit.
. If you elect the Return of Premium Death Benefit and subsequently
divorce:
-- if a portion of the account value is withdrawn due to divorce, the
value of your Return of Premium Death Benefit will be reduced by an
amount that may be more than the amount withdrawn;
-- the sole Reference Life for this death benefit will not change even if
the ownership does which may result in the beneficiary (or
beneficiaries) not receiving the Return of Premium Death Benefit; and
-- the joint Reference Lives will not change unless one ex-spouse is
awarded sole ownership of the contract and all necessary documentation
is provided to change the ownership of the contract to that ex-spouse
before either one of the joint Reference Lives dies which may result
in the beneficiary (or beneficiaries) not receiving the Return of
Premium Death Benefit.
9. THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN THE TABLES UNDER THE HEADING "ADDITIONAL
LIMITATIONS ON CONTRIBUTIONS TO YOUR CONTRACT" IN "CONTRACT FEATURES AND
BENEFITS -- HOW YOU CAN PURCHASE AND CONTRIBUTE TO YOUR CONTRACT?":
. You may make subsequent contributions to the contract until the later of
the older of the original annuitant's (if applicable) or owner's (or
older original joint owner's if applicable) attained age 86 (76 if you
have elected the Return of Premium Death Benefit) or the first contract
date anniversary.
. You may make rollover or direct transfer contributions to the contract
until the later of the older of the original annuitant's (if applicable)
or owner's (or older original joint owner's if applicable) attained age
86 (76 if you have elected the Return of Premium Death Benefit) or the
first contract date anniversary.
10.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "CONTRACT FEATURES AND BENEFITS -- STRUCTURED
INVESTMENT OPTION":
SEGMENT MATURITY VALUE
We calculate your Segment Maturity Value on the Segment Maturity Date using
your Segment Investment and the Segment Rate of Return.
Your Segment Maturity Value for all Segments is calculated as follows:
We multiply your Segment Investment by your Segment Rate of Return to get
your Segment Return Amount. Your Segment Maturity Value is equal to your
Segment Investment plus your Segment Return Amount. Your Segment Return
Amount may be negative, in which case your Segment Maturity Value will be
less than your Segment Investment.
For Standard Segments, the Segment Rate of Return is equal to the Index
Performance Rate (the percentage change in the value of the related Index
from the Segment Start Date to the Segment Maturity Date), subject to the
Performance Cap Rate and Segment Buffer, minus the Return of Premium Death
Benefit charge if the Return of Premium Death Benefit is elected, as follows:
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IF THE INDEX PERFORMANCE RATE: YOUR SEGMENT RATE OF RETURN WILL BE:
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exceeds the Performance Cap Rate equal to the Performance Cap Rate
minus the Return of Premium Death
Benefit charge if the Return of
Premium Death Benefit is elected
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is positive but less than the equal to the Index Performance Rate
Performance Cap Rate minus the Return of Premium Death
Benefit charge if the Return of
Premium Death Benefit is elected
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is flat or negative by a percentage equal to 0%
equal to or less than the Segment minus the Return of Premium Death
Buffer Benefit charge if the Return of
Premium Death Benefit is elected
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is negative by a percentage greater negative, equal to the extent of the
than the Segment Buffer percentage exceeding the Segment
Buffer
minus the Return of Premium Death
Benefit charge if the Return of
Premium Death Benefit is elected
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These values are based on the value of the relevant Index on the Segment
Start Date and the Segment Maturity Date. Any fluctuations in the value of
the Index between those dates is ignored in calculating the Segment Rate of
Return.
3
For Annual Lock Segments, the Segment Rate of Return is equal to the
cumulative result of each successive Annual Lock Yearly Rate of Return,
minus the Return of Premium Death Benefit charge if the Return of Premium
Death Benefit is elected. The Annual Lock Yearly Rate of Return is equal to
the Index Performance Rate (the percentage change in the value of the
related Index from the Segment Start Date to the first Annual Lock
Anniversary and thereafter from one Annual Lock Anniversary to the next),
subject to the Performance Cap Rate and Segment Buffer, as follows:
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IF THE INDEX PERFORMANCE RATE FOR YOUR ANNUAL LOCK YEARLY RATE OF
THE ANNUAL LOCK PERIOD: RETURN FOR THAT ANNUAL LOCK PERIOD
WILL BE:
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exceeds the Performance Cap Rate equal to the Performance Cap Rate
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is positive but less than the equal to the Index Performance Rate
Performance Cap Rate
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is flat or negative by a percentage equal to 0%
equal to or less than the Segment
Buffer
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is negative by a percentage greater negative, equal to the extent of the
than the Segment Buffer percentage exceeding the Segment
Buffer
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We first multiply your Segment Investment by your Annual Lock Yearly Rate of
Return for the first year (first Annual Lock Period) to get your Annual Lock
Yearly Return Amount for that year (Annual Lock Period). Your Annual Lock
Anniversary Ending Amount for the first Annual Lock Period is equal to your
Segment Investment plus or minus your Annual Lock Yearly Return Amount for
that Annual Lock Period. Your Annual Lock Yearly Return Amount for that
period may be negative, in which case your Annual Lock Anniversary Ending
Amount for that period will be less than your Segment Investment. The Annual
Lock Anniversary Ending Amount on the first Annual Lock Anniversary is the
Annual Lock Anniversary Starting Amount for the second year (second Annual
Lock Period) that we multiply by the Annual Lock Yearly Rate of Return for
that Annual Lock Period and so on for the remaining Annual Lock Periods
until the Segment Maturity Date (sixth Annual Lock Anniversary). These
values are based on the change in the value of the relevant Index during the
relevant Annual Lock Period. Any fluctuation in the value of the Index
between a Segment Start Date and the first Annual Lock Anniversary (and
between each successive Annual Lock Anniversary thereafter) is ignored when
calculating the Annual Lock Anniversary Ending Amount.
Please note: (i) the Annual Lock Anniversary Starting Amount (and each
subsequent Annual Lock Anniversary Starting and Ending Amount) is adjusted
for any withdrawals (including any withdrawal charge and Return of Premium
Death Benefit charge) from the Segment and (ii) the Annual Lock Anniversary
Starting and Ending Amounts are used solely to calculate the Segment
Maturity Value for Annual Lock Segments, are not credited to the contract,
are not the Segment Interim Value, and cannot be received upon surrender or
withdrawal.
11.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "STANDARD SEGMENT EXAMPLES" IN "CONTRACT
FEATURES AND BENEFITS -- STRUCTURED INVESTMENT OPTION":
Assume that you invest $1,000 in an S&P 500 Price Return Index, 6-year
Segment with a -20% Segment Buffer, we set the Performance Cap Rate for that
Segment at 45%, you make no withdrawal from the Segment and you did not
elect the Return of Premium Death Benefit.
12.THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "STANDARD SEGMENT
EXAMPLES" IN "CONTRACT FEATURES AND BENEFITS -- STRUCTURED INVESTMENT
OPTION":
Assume that you invest $1,000 in an S&P 500 Price Return Index, 6-year
Segment with a -20% Segment Buffer, we set the Performance Cap Rate for that
Segment at 45%, you make no withdrawal from the Segment and you did elect
the Return of Premium Death Benefit.
If the S&P 500 Price Return Index is 50% higher on the Segment Maturity Date
than on the Segment Start Date, you will receive a 43.8% Segment Rate of
Return, and your Segment Maturity Value would be $1,438. We reach that
amount as follows:
. The Index Performance Rate (50%) is greater than the Performance Cap
Rate (45%), so the Segment Rate of Return (43.8%) is equal to the
Performance Cap Rate (45%) minus the Return of Premium Death Benefit
charge (1.20%).
. The Segment Return Amount ($438) is equal to the Segment Investment
($1,000) multiplied by the Segment Rate of Return (43.8%).
. The Segment Maturity Value ($1,438) is equal to the Segment Investment
($1,000) plus the Segment Return Amount ($438).
If the S&P 500 Price Return Index is 30% lower on the Segment Maturity Date
than on the Segment Start Date, then you will receive a -11.2% Segment Rate
of Return, and your Segment Maturity Value would be $888. We reach that
amount as follows:
. The Index Performance Rate is -30% and the Segment Buffer absorbs the
first 20% of negative performance, so the Segment Rate of Return
(-11.2%) is equal to -10% minus the Return of Premium Death Benefit
charge (1.20%).
4
. The Segment Return Amount (-$112) is equal to the Segment Investment
($1,000) multiplied by the Segment Rate of Return (-11.2%).
. The Segment Maturity Value ($888) is equal to the Segment Investment
($1,000) plus the Segment Return Amount (-$112).
13.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "CONTRACT FEATURES AND BENEFITS -- STRUCTURED
INVESTMENT OPTION":
ANNUAL LOCK SEGMENT EXAMPLES
Assume that you invest $1,000 in an S&P 500 Price Return Index, 6-year
Annual Lock Segment with a -10% Segment Buffer, we set the Performance Cap
Rate for that Segment at 12%, you make no withdrawal from the Segment and
you did not elect the Return of Premium Death Benefit.
14.The following hereby supplements the information in "ANNUAL LOCK SEGMENT
EXAMPLES" in "CONTRACT FEATURES AND BENEFITS -- STRUCTURED INVESTMENT
OPTION":
Now assume that you did elect the Return of Premium Death Benefit.
If the S&P 500 Price Return Index returns are as stated in the table above,
then you will receive a 48.899% Segment Rate of Return, and your Segment
Maturity Value would be $1,488.99. We reach that amount as follows:
. The Segment Rate of Return (48.899%) is equal to the cumulative result
of each successive Annual Lock Yearly Rate of Return (50.099%) minus the
Return of Premium Death Benefit charge (1.20%). The cumulative result,
also sometimes referred to as the percentage change, can also be
calculated as the percentage change between the final Annual Lock
Anniversary Ending Amount and the Segment Investment ((($1,500.99 -
$1,000.00) / $1,000.00) * 100).
. The Segment Return Amount ($488.99) is equal to the Segment Investment
($1,000) multiplied by the Segment Rate of Return (48.899%).
. The Segment Maturity Value ($1,488.99) is equal to the Segment
Investment ($1,000) plus the Segment Return Amount ($488.99).
15.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "DETERMINING YOUR CONTRACT'S VALUE -- YOUR
CONTRACT'S VALUE IN THE VARIABLE INVESTMENT OPTIONS, SEGMENT TYPE HOLDING
ACCOUNTS AND THE DOLLAR CAP AVERAGING ACCOUNT":
Each variable investment option (including the Segment Type Holding Accounts
and dollar cap averaging account) invests in shares of a corresponding
portfolio. Your value in each variable investment option is measured by
"units." The value of your units will increase or decrease as though you had
invested it in the corresponding portfolio's shares directly. Your value,
however, will be reduced by the amount of the fees and charges that we
deduct under the contract.
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UNITS MEASURE YOUR VALUE IN EACH
VARIABLE INVESTMENT OPTION.
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The unit value for each variable investment option depends on the investment
performance of that option minus daily charges for the variable investment
option fee and, if the Return of Premium Death Benefit is elected, minus the
Return of Premium Death Benefit charge (which is added to the variable
investment option fee and the combined amount is deducted). Each Segment
Type Holding Account and the dollar cap averaging account are part of the
EQ/Money Market variable investment option. On any day, your value in any
variable investment option equals the number of units credited to that
option, adjusted for any units purchased for or deducted from your contract
under that option, multiplied by that day's value for one unit. The number
of your contract units in any variable investment option does not change
unless it is:
(i)increased to reflect additional contributions;
5
(ii)decreased to reflect a withdrawal (including applicable withdrawal
charges); or
(iii)increased to reflect a transfer into, or decreased to reflect a transfer
out of, a variable investment option.
A description of how unit values are calculated is found in the SAI.
16.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "DETERMINING YOUR CONTRACT'S VALUE -- YOUR
CONTRACT'S VALUE IN THE STRUCTURED INVESTMENT OPTION":
We then compare the sum of the three components above with a limitation
based on the Performance Cap Rate. In particular, the Segment Interim Value
is never greater than the Segment Investment (or most recent Annual Lock
Anniversary Starting Amount, if applicable) multiplied by the portion of the
Performance Cap Rate corresponding to the portion of the Segment Duration
(or Annual Lock Period for Annual Lock Segments) that has elapsed. This
limitation is imposed to discourage owners from withdrawing from a Segment
before the Segment Maturity Date where there may have been significant
increases in the relevant Index early in the Segment Duration. If you elect
the optional Return of Premium Death Benefit, a pro rata portion of the
Return of Premium Death Benefit charge is also deducted from the lesser of
these two values. For more information, please see Appendix III.
17.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "PARTIAL WITHDRAWALS" IN "ACCESSING YOUR MONEY
-- WITHDRAWING YOUR ACCOUNT VALUE":
Partial withdrawals out of Segments are permitted, subject to certain
restrictions. See "How withdrawals are taken from your account value" later
in this section. If you elect the optional Return of Premium Death Benefit,
a pro rata portion of the Return of Premium Death Benefit charge will be
deducted as part of the Segment Interim Value calculation at the time you
take a partial withdrawal out of a Segment. A partial withdrawal from a
Segment will reduce your Segment Investment in that Segment and, therefore,
your Segment Maturity Value for that Segment. For Annual Lock Segments, a
partial withdrawal will also reduce each Annual Lock Anniversary Starting
and Ending Amount. The reduction in the Segment Investment and each Annual
Lock Anniversary Starting and Ending Amount may be greater than the dollar
amount of your withdrawal. For more information, see Appendix III.
Withdrawals reduce the Return of Premium Death Benefit amount on a pro rata
basis by the same proportion that the account value is reduced on the date
of the withdrawal. The Segment Investment is also adjusted on a pro rata
basis for withdrawals, including withdrawal charges and the portion of the
Return of Premium Death Benefit charge, if applicable, that is attributable
to the amount withdrawn.
18.THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "ACCESSING YOUR MONEY --
SURRENDERING YOUR CONTRACT TO RECEIVE ITS CASH VALUE":
If applicable, a pro rata portion of the Return of Premium Death Benefit
charge is applied when calculating the Segment Interim Value of any Segments.
19.THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "ACCESSING YOUR MONEY --
YOUR ANNUITY PAYOUT OPTIONS":
Annuitization terminates the Return of Premium Death Benefit including if
your contract reaches the maturity date. See "Annuity maturity date" later
in this section.
20.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "THE AMOUNT APPLIED TO PURCHASE AN ANNUITY
PAYOUT OPTION" IN "ACCESSING YOUR MONEY -- YOUR ANNUITY PAYOUT OPTIONS":
There is no withdrawal charge imposed if you select a life annuity, life
annuity with period certain or life annuity with refund certain. If we are
offering non-life contingent forms of annuities, the withdrawal charge will
be imposed. If applicable, a pro rata portion of the Return of Premium Death
Benefit charge is applied when calculating the Segment Interim Value of any
Segments.
21.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
INFORMATION IN "CHARGES THAT AXA EQUITABLE DEDUCTS":
We deduct the following charges each day from the net assets of each
variable investment option (including the Segment Type Holding Account and
dollar cap averaging account). These charges are reflected in the unit
values of each variable investment option:
. a variable investment option fee; and
. a Return of Premium Death Benefit charge (if applicable).
22.THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "CHARGES AND EXPENSES --
CHARGES UNDER THE CONTRACTS:
RETURN OF PREMIUM DEATH BENEFIT CHARGE
If you elect the Return of Premium Death Benefit, we deduct:
. A daily charge from the net assets in each variable investment option
(including each Segment Type Holding Account and the dollar cap
averaging account). The charge is equal to an annual rate of 0.20% of
the net assets in each investment option. We add the Return of Premium
Death Benefit charge to the variable investment option fee and deduct
the combined amount on a daily basis from the net assets in each
variable investment option. On a non-guaranteed basis, we may waive this
fee under certain conditions. If the return on
6
the EQ/Money Market variable investment option on any day is positive,
but lower than the sum of the Return of Premium Death Benefit charge and
the variable investment option fee, then we will waive the difference
between the return on the EQ/Money Market variable investment option and
the sum of the variable investment option fee and the Return of Premium
Death Benefit charge, so that you do not receive a negative return. If
the return on the EQ/Money Market variable investment option on any day
is negative, we will waive the sum of the Return of Premium Death
Benefit charge and the variable investment option fee entirely for that
day, although your account value would be reduced by the negative
performance of the EQ/Money Market variable investment option itself. We
reserve the right to change or cancel this provision at any time.
and
. A charge from each Segment as part of the Segment Rate of Return. The
charge is equal to an annual rate of 0.20% of the Segment Investment in
each Segment for the Segment Duration and is deducted when calculating
the Segment Rate of Return on the Segment Maturity Date. A pro rata
portion of this charge is deducted as part of the Segment Interim Value
calculation if a partial withdrawal is taken from a Segment on a date
other than the Segment Maturity Date or if the contract is surrendered,
annuitized or a death benefit paid on a date other than the Segment
Maturity Date. The Segment Investment is also reduced if a portion of
the Return of Premium Death Benefit charge is deducted as part of the
Segment Interim Value calculation.
The Return of Premium Death Benefit charge is designed to compensate us for
providing the Return of Premium Death Benefit amount.
23.THE FOLLOWING HEREBY SUPPLEMENTS THE INFORMATION IN "PAYMENT OF DEATH
BENEFIT":
RETURN OF PREMIUM DEATH BENEFIT
At issue, you may elect the optional Return of Premium Death Benefit for an
additional charge. Once elected, the Return of Premium Death Benefit may not
be voluntarily terminated.
The Return of Premium Death Benefit amount is equal to your initial
contribution and any subsequent contributions to the contract less a
deduction that reflects any withdrawals you make from the contract
(including any withdrawal charges). The amount of this deduction is
described under "How withdrawals affect your Return of Premium Death
Benefit" later in this section. The amount of any withdrawal charge is
described in "Charges and expenses -- Withdrawal charge". The death benefit
payable if the Return of Premium Death Benefit is elected is the greater of
the Return of Premium Death Benefit amount or the account value on the date
we receive satisfactory proof of the Reference Life's death, any required
instructions for the method of payment, and all information and forms
necessary to effect payment.
The Return of Premium Death Benefit is payable prior to annuitization upon
the death of the Reference Life (or surviving Reference Life if there are
joint Reference Lives). While the owner of the contract can be changed, the
Reference Life cannot generally be changed. After the contract is issued the
Reference Life (Lives) can only change as follows:
. if you provide the required forms to remove an original joint owner due
to divorce, we also remove that joint owner as a Reference Life; or
. if the sole beneficiary is the surviving spouse, is under age 86, and
elects to continue the contract upon the death of the sole Reference
Life who was also the sole owner, that surviving spouse will become the
new Reference Life.
If the contract has a non-natural owner, changing the annuitant will be
treated as the death of the owner (but not as the death of the Reference
Life) and the Return of Premium Death Benefit will not be payable but
federal income tax rules will generally require payment of amounts under the
contract within five years of changing the annuitant.
The Return of Premium Death Benefit is not available for issue ages 76 and
higher. If the contract has joint owners, they must be spouses to elect the
Return of Premium Death Benefit and both be less than 76 years old at issue.
The Return of Premium Death Benefit is not available if the contract has a
non-natural owner and joint annuitants. No contributions are allowed after
age 75 (or the first contract anniversary if later) if you elect the Return
of Premium Death Benefit.
A pro rata portion of the Return of Premium Death Benefit charge is deducted
when calculating the Segment Interim Value if you withdrawal amounts from
Segments on any day other than the Segment Maturity Date or if the contract
is surrendered, annuitized or a death benefit paid on a date other than the
Segment Maturity Date. The Segment Investment is also reduced if a portion
of the Return of Premium Death Benefit charge is deducted as part of the
Segment Interim Value calculation.
HOW WITHDRAWALS AFFECT YOUR RETURN OF PREMIUM DEATH BENEFIT
Withdrawals through the date of death of the Reference Life (or surviving
Reference Life if there are joint Reference Lives) reduce the Return of
Premium Death Benefit on a pro rata basis by the same proportion that the
account value is reduced on the date of the withdrawal. If you take a
withdrawal from your contract, you will reduce the Return of Premium Death
Benefit amount and the reduction may be greater than the amount withdrawn.
For example, if your account value is $30,000 and you withdraw $12,000
(including any withdrawal charge and Return of Premium Death Benefit
charge), you have withdrawn 40% of your account value. If your Return of
Premium Death Benefit amount was $40,000 before the withdrawal, it would be
reduced by $16,000 ($40,000 * 40%) and your new Return of Premium Death
Benefit amount after the withdrawal would be $24,000 ($40,000 - $16,000).
Withdrawals after the date of death of the Reference Life (or surviving
Reference Life if there are joint Reference Lives) reduce the Return of
Premium Death Benefit by the dollar amount your account value is reduced.
7
HOW DIVORCE MAY AFFECT YOUR RETURN OF PREMIUM DEATH BENEFIT
If you and your spouse become divorced after you purchase a contract with
the Return of Premium Death Benefit, we will not divide the Return of
Premium Death Benefit as part of the divorce settlement or judgement. If you
are the sole owner (and Reference Life) of a contract with the Return of
Premium Death Benefit, we will not remove you as the Reference Life even if
your ex-spouse becomes the sole owner of the contract as part of the divorce
settlement or judgement. If you and your spouse are joint Reference Lives
and you subsequently divorce, only upon submission of the necessary
documentation to change the ownership of the contract to only one of the
ex-spouses will we drop the other one ex-spouse as a Reference Life. IF THE
OWNERSHIP IS NOT CHANGED BEFORE ONE OF THE EX-SPOUSES DIES, THE RETURN OF
PREMIUM DEATH BENEFIT WILL NOT BE PAYABLE. As noted earlier, the charge for
the Return of Premium Death Benefit does not end on the transfer of
ownership.
As a result of the divorce, you may be required to withdraw amounts from the
contract to be paid to your ex-spouse. Any such withdrawal will reduce the
Return of Premium Death Benefit amount pro rata (and therefore possibly by
more than the amount withdrawn), and a withdrawal charge and Return of
Premium Death Benefit charge may also apply.
24.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "PAYMENT OF DEATH BENEFIT -- YOUR BENEFICIARY
AND PAYMENT OF BENEFIT":
DEATH BENEFIT
The base death benefit is equal to the account value as of the date we
receive satisfactory proof of the owner's death, any required instructions
for the method of payment, and all information and forms necessary to effect
payment. If you elected the Return of Premium Death Benefit, you will
receive the greater of the Return of Premium Death Benefit amount or the
account value as of the date we receive satisfactory proof of the Reference
Life's death, any required instructions for the method of payment, and all
information and forms necessary to effect payment.
EFFECT OF THE OWNER'S DEATH
THE RETURN OF PREMIUM DEATH BENEFIT WAS NOT ELECTED. In general, if the
owner dies while the contract is in force but before annuitization, the
contract terminates and the applicable death benefit is paid. If the
contract is jointly owned, the death benefit is payable upon the death of
the older owner. If the contract is owned by a non-natural person, the death
of the primary annuitant triggers rules regarding the death of an owner.
Once we have received notice of the owner's death, we will not make any
transfers from Segment Type Holding Accounts to Segments. Amounts in the
Segment Type Holding Accounts will be defaulted into the EQ/Money Market
variable investment option. When Segments mature, the Segment Maturity Value
will be transferred to the EQ/Money Market variable investment option.
There are various circumstances, however, in which the contract can be
continued by a successor owner or under a Beneficiary continuation option
("BCO"). For contracts with spouses who are joint owners, the surviving
spouse will automatically be able to continue the contract under the
"Spousal continuation" feature, or under our Beneficiary continuation
option, as discussed below. For contracts with non-spousal joint owners, the
joint owner will be able to continue the contract as a successor owner
subject to the limitations discussed below under "Non-spousal joint owner
contract continuation." If you are the sole owner and your spouse is the
sole primary beneficiary, your surviving spouse can continue the contract as
a successor owner, under "Spousal continuation" or under our Beneficiary
continuation option, as discussed below.
If the surviving joint owner is not the surviving spouse, or, for single
owner contracts, if the beneficiary is not the surviving spouse, federal
income tax rules generally require payments of amounts under the contract to
be made within five years of an owner's death (the "5-year rule"). In
certain cases, an individual beneficiary or non-spousal surviving joint
owner may opt to receive payments over his/her life (or over a period not to
exceed his/her life expectancy) if payments commence within one year of the
owner's death. Any such election must be made in accordance with our rules
at the time of death.
THE RETURN OF PREMIUM DEATH BENEFIT WAS ELECTED. In general, if the owner,
who is also the sole Reference Life, dies while the contract is in force but
before annuitization, the contract terminates and the death benefit is paid.
If the contract is jointly owned at issue and the Reference Lives are
spouses when the first Reference Life dies, the Return of Premium Death
Benefit is payable upon the death of the surviving Reference Life. If the
contract is owned by a non-natural person, the annuitant will be the
Reference Life and the death of the annuitant triggers the same rules that
apply to the death of an owner.
If the original owner is changed to a new owner, and the new owner (who is
not the Reference Life) dies before the Reference Life (or surviving
Reference Life, if applicable), the Return of Premium Death Benefit is not
payable and the post-death distribution rules discussed above apply. SEE
"The Return of Premium Death Benefit was not elected" above. Likewise, if a
joint owner is added to the contract and that new joint owner (who is not
the Reference Life) dies before the Reference Life, the Return of Premium
Death Benefit is not payable and the post-death distribution rules apply.
Once we have notice of the Reference Life's death (or surviving Reference
Life's death, if applicable), we will not make any transfers from Segment
Type Holding Accounts to Segments. Amounts in the Segment Type Holding
Accounts will be defaulted into the EQ/Money Market variable investment
option. When Segments mature, the Segment Maturity Value will be transferred
to the EQ/Money Market variable investment option.
8
There are certain circumstances, however, in which the contract can be
continued by a successor owner or under the Beneficiary continuation option
("BCO"). If you are the sole Reference Life and your spouse is the sole
primary beneficiary, your surviving spouse may be able to continue the
contract as a successor owner, under "Spousal continuation" if your
surviving spouse is not yet 76 years old. If your eligible surviving spouse
continues the contract and the Return of Premium Death Benefit amount is
greater than the account value, the difference will be added to the EQ/Money
Market variable investment option unless your surviving spouse provides
different allocation instructions. If the beneficiary is not the surviving
spouse, Spousal continuation is not available, but other post-death payout
options under the BCO may be available.
25.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "PAYMENT OF DEATH BENEFIT -- NON-SPOUSAL JOINT
OWNER CONTRACT CONTINUATION":
Upon the death of either owner, the surviving joint owner becomes the sole
owner.
Any amount payable under the contract must be fully paid to the surviving
joint owner within five years, unless one of the exceptions described here
applies. The surviving owner may instead elect to take an installment payout
or an annuity payout option we may offer at the time under the contract,
provided payments begin within one year of the deceased owner's death. If an
annuity or installment payout is elected, the contract terminates and a
supplemental contract is issued.
If the older owner dies first, the surviving owner can elect to (1) take a
lump sum payment; (2) take an installment payout or an annuity payout option
we may offer at the time under the contract within one year; (3) continue
the contract for up to five years; or (4) continue the contract under the
Beneficiary continuation option discussed below. If the contract continues,
withdrawal charges will no longer apply if you did not elect the Return of
Premium Death Benefit, and no additional contributions will be permitted.
If the younger owner dies first, the surviving owner can elect to (1) take a
lump sum payment; (2) take an installment payout or annuity within one year;
(3) continue the contract for up to five years; or (4) continue the contract
under the Beneficiary continuation option discussed below. If the contract
continues, withdrawal charges will continue to apply and no additional
contributions will be permitted. If you did not elect the Return of Premium
Death Benefit, the account value death benefit becomes payable to the
beneficiary if the older owner dies within five years after the death of the
younger owner.
26.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "PAYMENT OF DEATH BENEFIT -- SPOUSAL
CONTINUATION":
RETURN OF PREMIUM DEATH BENEFIT WAS NOT ELECTED. If you are the contract
owner and your spouse is the sole primary beneficiary or you jointly own the
contract with your younger spouse, or if the contract owner is a non-natural
person and you and your younger spouse are joint annuitants, your spouse may
elect to continue the contract as successor owner upon your death. Spousal
beneficiaries (who are not also joint owners) must be 85 or younger as of
the date of the deceased spouse's death to continue the contract under
Spousal continuation. The determination of spousal status is made under
applicable state law. However, in the event of a conflict between federal
and state law, we follow federal rules.
Upon your death, the younger spouse joint owner (for NQ contracts only) or
the spouse beneficiary (under a single owner contract) may elect to receive
the death benefit, continue the contract under our beneficiary continuation
option (as discussed below in this section) or continue the contract, as
follows:
. In general, withdrawal charges will no longer apply to contributions
made before your death. Withdrawal charges will apply if additional
contributions are made.
. If the deceased spouse was the annuitant, the surviving spouse becomes
the annuitant. If the deceased spouse was a joint annuitant, the
contract will become a single annuitant contract.
Where a NQ contract is owned by a Living Trust, as defined in the contract,
and at the time of the annuitant's death the annuitant's spouse is the sole
beneficiary of the Living Trust, the Trust, as owner of the contract, may
request that the spouse be substituted as annuitant as of the date of the
annuitant's death. No further change of annuitant will be permitted.
Where an IRA contract is owned in a custodial individual retirement account,
and your spouse is the sole beneficiary of the account, the custodian may
request that the spouse be substituted as annuitant after your death.
For jointly owned NQ contracts, if the younger spouse dies first no death
benefit is paid, and the contract continues as follows:
. If the deceased spouse was the annuitant, the surviving spouse becomes
the annuitant. If the deceased spouse was a joint annuitant, the
contract will become a single annuitant contract.
. The withdrawal charge schedule remains in effect.
9
The transfer restrictions on amounts in Segments prior to election of
Spousal continuation remain in place. Any amounts in Segments may not be
transferred out of the Segments until their Segment Maturity Dates. The
Segment Maturity Value may be reinvested in other investment options.
However, if the beneficiary chooses the "5-year rule" they are not permitted
to transfer any account value to any Segment but instead can only transfer
account value to a variable investment option.
If you divorce, Spousal continuation does not apply.
RETURN OF PREMIUM DEATH BENEFIT WAS ELECTED. If you are the original
contract owner (and Reference Life) and your spouse is the sole primary
beneficiary, your spouse may elect to continue the contract, including the
Return of Premium Death Benefit, as successor owner (and the new Reference
Life) upon your death under certain conditions. The Return of Premium Death
Benefit charge will continue to apply. Spousal beneficiaries (who were not
also a Reference Life) must be 75 or younger as of the date of the deceased
spouse's death to continue the contract under Spousal continuation. If you
jointly own the contract with your spouse and you are joint Reference Lives,
the contract continues with your spouse as the surviving Reference Life. The
determination of spousal status is made under applicable state law. However,
in the event of a conflict between federal and state law, we follow federal
rules.
If you divorce, Spousal continuation does not apply.
27.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "PAYMENT OF DEATH BENEFIT -- BENEFICIARY
CONTINUATION OPTION":
This feature permits a designated individual, on the contract owner's death,
to maintain a contract with the deceased contract owner's name on it and
receive distributions under the contract, instead of receiving the amount
payable under the contract in a single sum. We make this option available to
beneficiaries under traditional IRA, Roth IRA and NQ contracts, subject to
state availability. Please speak with your financial professional or see
Appendix II later in this Prospectus for further information.
Where an IRA contract is owned in a custodial individual retirement account,
the custodian may reinvest the death benefit in an individual retirement
annuity contract, using the account beneficiary as the annuitant. Please
speak with your financial professional for further information.
28.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "BENEFICIARY CONTINUATION OPTION FOR NQ
CONTRACTS ONLY" in "PAYMENT OF DEATH BENEFIT -- BENEFICIARY CONTINUATION
OPTION":
If the amount payable under the contract is a death benefit:
. No withdrawal charges will apply to withdrawals of the death benefit by
the beneficiary.
If the amount payable under the contract is the cash value:
. The contract's withdrawal charge schedule will continue to be applied to
any withdrawal or surrender other than scheduled payments; the
contract's free withdrawal amount will continue to apply to withdrawals
but does not apply to surrenders.
. We do not impose a withdrawal charge on scheduled payments except if,
when added to any withdrawals previously taken in the same contract
year, including for this purpose a contract surrender, the total amount
of withdrawals and scheduled payments exceed the free withdrawal amount.
See the "Withdrawal charges" in "Charges and expenses" earlier in this
Prospectus.
29.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "INCORPORATION OF CERTAIN DOCUMENTS BY
REFERENCE":
AXA Equitable's Annual Report on Form 10-K for the period ended December 31,
2016 (the "Annual Report") is considered to be part of this Prospectus
because it is incorporated by reference, as are AXA Equitable's Quarterly
Reports on Form 10-Q (filed on May 15, 2017, August 14, 2017 and November
21, 2017 (10-Q/A filed November 21, 2017)) and AXA Equitable's Current
Reports on Form 8-K (filed on February 17, 2017, May 5, 2017, May 18, 2017,
November 16, 2017, November 17, 2017 and December 21, 2017).
30.THE FOLLOWING HEREBY AMENDS, AND TO THE EXTENT INCONSISTENT REPLACES, THE
CORRESPONDING INFORMATION IN "APPENDIX 1: CONDENSED FINANCIAL INFORMATION":
Total separate account expenses of 1.15% and 1.35% were not offered as of
December 31, 2016 for contracts offered by this prospectus, therefore
condensed financial information is not available that reflects those total
separate account expenses.
Structured Capital Strategies(R) PLUS is issued by and is a registered service
mark of
AXA Equitable Life Insurance Company (AXA Equitable).
Co-distributed by affiliates AXA Advisors, LLC and AXA Distributors, LLC. 1290
Avenue of the Americas, New York, NY 10104.
Copyright 2017 AXA Equitable Life Insurance Company. All rights reserved.
AXA Equitable Life Insurance Company
1290 Avenue of the Americas, New York, NY 10104
(212) 554-1234
10
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 14. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION
ESTIMATED
ITEM OF EXPENSE EXPENSE
--------------- -----------
Registration fees $116,015.90
Federal taxes N/A
State taxes and fees (based on 50 state average) N/A
Trustees' fees N/A
Transfer agents' fees N/A
Printing and filing fees $50,000*
Legal fees N/A
Accounting fees N/A
Audit fees $20,000*
Engineering fees N/A
Directors and officers insurance premium paid by Registrant N/A
--------
* Estimated expense.
ITEM 15. INDEMNIFICATION OF DIRECTORS AND OFFICERS
The by-laws of AXA Equitable Life Insurance Company ("AXA Equitable")
provide, in Article VII, as follows:
7.4 Indemnification of Directors, Officers and Employees. (a) To
the extent permitted by the law of the State of New York and
subject to all applicable requirements thereof:
(i) any person made or threatened to be made a party to any
action or proceeding, whether civil or criminal, by
reason of the fact that he or she, or his or her
testator or intestate, is or was a director, officer or
employee of the Company shall be indemnified by the
Company;
(ii) any person made or threatened to be made a party to any
action or proceeding, whether civil or criminal, by
reason of the fact that he or she, or his or her
testator or intestate serves or served any other
organization in any capacity at the request of the
Company may be indemnified by the Company; and
(iii) the related expenses of any such person in any of said
categories may be advanced by the Company.
(b) To the extent permitted by the law of the State of
New York, the Company may provide for further
indemnification or advancement of expenses by resolution
of shareholders of the Company or the Board of
Directors, by amendment of these By-Laws, or by
agreement. {Business Corporation Law ss.ss. 721-726;
Insurance Law ss.1216}
The directors and officers of AXA Equitable are insured under
policies issued by X. L. Insurance Company, Arch Insurance Company, Endurance
Insurance Company, U.S. Specialty Insurance, St. Paul Travelers, Chubb
Insurance Company, AXIS Insurance Company and Zurich Insurance Company. The
annual limit on such policies is $105 million, and the policies insure the
officers and directors against certain liabilities arising out of their conduct
in such capacities.
ITEM 16. EXHIBITS
Exhibits No.
(1) (a) Distribution Agreement dated as of January 1, 1998 among The
Equitable Life Assurance Society of the United States (now AXA
Equitable Life Insurance Company) for itself and as depositor
on behalf of certain Separate Accounts, and Equitable
Distributors, Inc. (now AXA Distributors, LLC), incorporated
herein by reference to the Registration Statement on Form N-4
(File No. 333-64749), filed on August 5, 2011.
(i) First Amendment dated January 1, 2001 to Distribution
Agreement dated January 1, 1998, incorporated herein by
reference to the Registration Statement on Form N-4
(File No. 333-64749), filed on August 5, 2011.
(ii) Second Amendment dated January 1, 2012 to Distribution
Agreement dated January 1, 1998, incorporated herein by
reference to Registration Statement on Form N-4 (File
No. 333-05593) filed on April 24, 2012.
(iii) Third Amendment dated November 1, 2014 to Distribution
Agreement dated January 1, 1998, incorporation herein by
reference to Registration Statement on Form N-4 (File
No. 2-30070) filed on April 19, 2016.
(b) Distribution and Servicing Agreement dated as of May 1, 1994,
among Equico Securities (now AXA Advisors, LLC), The Equitable
Life Assurance Society of the United States, and Equitable
Variable Life Insurance Company, incorporated herein by
reference to Exhibit 3(c) to the Registration Statement on Form
N-4 (File No. 2-30070), refiled electronically July 10, 1998.
(i) Letter of Agreement dated April 20, 1998 for
Distribution Agreement, among The Equitable Life
Assurance Society of the United States and EQ Financial
Consultants, Inc. (now AXA Advisors, LLC), incorporated
herein by reference to Exhibit No. 3(c) to Registration
Statement (File No. 33-83750), filed on May 1, 1998.
(c) Distribution Agreement for services by The Equitable Life
Assurance Society of the United States to AXA Network, LLC and
its subsidiaries dated January 1, 2000 incorporated herein by
reference to Exhibit 3(d) to Registration Statement (File No.
33-83750) filed April 19, 2001.
(d) Transition Agreement for services by AXA Network, LLC and its
subsidiaries to The Equitable Life Assurance Society of the
United States dated January 1, 2000 incorporated herein by
reference to Exhibit 3(e) to Registration Statement (File No.
33-83750) filed April 19, 2001.
(e) General Agent Sales Agreement dated January 1, 2000 between The
Equitable Life Assurance Society of the United States and AXA
Network, LLC and its subsidiaries, incorporated herein by
reference to Exhibit 3(h) to the Registration Statement on Form
N-4, (File No. 2-30070), filed April 19, 2004.
(i) First Amendment dated January 1, 2003 to General Agent
Sales Agreement dated January 1, 2000 between The
Equitable Life Assurance Society of the
II-2
United States and AXA Network, LLC and its subsidiaries,
incorporated herein by reference to the Registration
Statement on Form N-4, (File No. 333-05593), filed
April 24, 2012.
(ii) Second Amendment dated as of January 1, 2004 to General
Agent Sales Agreement dated January 1, 2000 between The
Equitable Life Assurance Society of the United States
and AXA Network, LLC and its subsidiaries, incorporated
herein by reference to the Registration Statement on
Form N-4, (File No. 333-05593), filed April 24, 2012.
(iii) Third Amendment dated as of July 19,2004 to General
Agent Sales Agreement dated as of January 1, 2000 by and
between The Equitable Life Assurance Society of the
United States and AXA Network, LLC and its subsidiaries
incorporated herein by reference to Registration
Statement on Form N-4 (File No. 333-127445), filed on
August 11, 2005.
(iv) Fourth Amendment dated as of November 1, 2004 to General
Agent Sales Agreement dated as of January 1, 2000 by and
between The Equitable Life Assurance Society of the
United States and AXA Network, LLC and its subsidiaries
incorporated herein by reference to Registration
Statement on Form N-4 (File No. 333-127445), filed on
August 11, 2005.
(v) Fifth Amendment dated as of November 1, 2006, to General
Agent Sales Agreement dated as of January 1, 2000 by and
between The Equitable Life Assurance Society of the
United States and AXA Network, LLC and its subsidiaries
incorporated herein by reference to Registration
Statement on Form N-4 (File No. 333-05593), filed on
April 24, 2012.
(vi) Sixth Amendment dated as of February 15, 2008, to
General Agent Sales Agreement dated as of January 1,
2000 by and between AXA Equitable Life Insurance Company
(formerly known as The Equitable Life Assurance Society
of the United States) and AXA Network, LLC and its
subsidiaries, incorporated herein by reference to
Registration Statement on Form N-4 (File No. 333-05593)
filed on April 24, 2012.
(vii) Seventh Amendment dated as of February 15, 2008, to
General Agent Sales Agreement dated as of January 1,
2000 by and between AXA Equitable Life Insurance Company
(formerly known as The Equitable Life Assurance Society
of the United States) and AXA Network, LLC and its
subsidiaries, incorporated herein by reference to
Registration Statement on Form N-4 (File No. 2-30070) to
Exhibit 3(r), filed on April 20, 2009.
(viii) Eighth Amendment dated as of November 1, 2008, to
General Agent Sales Agreement dated as of January 1,
2000 by and between AXA Equitable Life Insurance Company
(formerly known as The Equitable Life Assurance Society
of the United States) and AXA Network, LLC and its
subsidiaries, incorporated herein by reference to
Registration Statement on Form N-4 (File No. 2-30070) to
Exhibit 3(s), filed on April 20, 2009.
(ix) Ninth Amendment dated as of November 1, 2011 to General
Agent Sales Agreement dated as of January 1, 2000 by and
between AXA Life Insurance Company (formerly known as
The Equitable Life Assurance Society of the United
States) and AXA Network, LLC and its subsidiaries,
incorporated herein by reference to Registration
Statement on Form N-4 (File No. 333-05593) filed on
April 24, 2012.
(x) Tenth Amendment dated as of November 1, 2013, to General
Agent Sales Agreement dated as of January 1, 2000, by
and between AXA Equitable Life Insurance Company
(formerly known as The Equitable Life Assurance Society
of the United States) and AXA Network, LLC and its
subsidiaries, incorporated herein by reference to
Registration Statement on Form N-4 (File No. 333-178750)
filed on October 16, 2014.
(xi) Eleventh Amendment dated as of November 1, 2013, to
General Agent Sales Agreement dated as of January 1,
2000, by and between AXA Equitable Life Insurance
Company (formerly known as The Equitable Life Assurance
Society of the United States) and AXA Network, LLC and
its subsidiaries, incorporated herein by reference to
Registration Statement on Form N-4 (File No. 333-178750)
filed on October 16, 2014.
(xii) Twelfth Amendment dated as of November 1, 2013, to
General Agent Sales Agreement dated as of January 1,
2000, by and between AXA Equitable Life Insurance
Company (formerly known as The Equitable Life Assurance
Society of the United States) and AXA Network, LLC and
its subsidiaries, incorporated herein by reference to
Registration Statement on Form N-4 (File No. 333-178750)
filed on October 16, 2014.
(xiii) Thirteenth Amendment dated as of October 1, 2014 to
General Agent Sales Agreement dated as of January 1,
2000, by and between AXA Equitable Life Insurance
Company (formerly known as The Equitable Life Assurance
Society of the United States) and AXA Network, LLC and
its subsidiaries, incorporated herein by reference to
the Registration Statement on Form N-4
(File No. 333-202147), filed on September 9, 2015.
(xiv) Fourteenth Amendment dated as of August 1, 2015 to
General Agent Sales Agreement dated as of January 1,
2000, by and between AXA Equitable Life Insurance
Company (formerly known as The Equitable Life Assurance
Society of the United States) and AXA Network, LLC and
its subsidiaries, incorporated herein by reference to
this Registration Statement on Form N-4
(File No. 2-30070), filed on April 19, 2016.
(e)(xv)Sixteenth Amendment dated May 1, 2016 to the General
Agent Sales Agreement dated as of January 1, 2000 by and
between AXA Equitable Life Insurance Company, (formerly
known as The Equitable Life Assurance Society of the
United States) and AXA Network, LLC, incorporated herein
by reference to Registration Statement on Form N-4 (File
No. 2-30070) filed on April 18, 2017.
(f) Form of Brokerage General Agent Sales Agreement with Schedule
and Amendment to Brokerage General Agent Sales Agreement among
[Brokerage General Agent] and AXA Distributors, LLC, AXA
Distributors Insurance Agency, LLC, AXA Distributors Insurance
Agency of Alabama, LLC, and AXA Distributors Insurance Agency
of Massachusetts, LLC, incorporated herein by reference to
Exhibit No. 3.(i) to Registration Statement (File No.
333-05593) on Form N-4, filed on April 20, 2005.
(g) Form of Wholesale Broker-Dealer Supervisory and Sales Agreement
among [Broker-Dealer] and AXA Distributors, LLC, incorporated
herein by reference to Exhibit No. 3.(j) to Registration
Statement (File No. 333-05593) on Form N-4, filed on April 20,
2005.
II-3
(h) Amended and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable Life Insurance Company ("AXA Equitable"),
AXA Distributors and AXA Advisors dated July 15, 2002 is
incorporated herein by reference to Post-Effective Amendment
No. 25 to the EQ Advisor's Trust Registration Statement on Form
N-1A (File No. 333-17217 and 811-07953), filed on February 7,
2003.
(i) Amendment No. 1, dated May 2, 2003, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 28 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on February 10, 2004.
(ii) Amendment No. 2, dated July 9, 2004, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 35 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on October 15, 2004.
(iii) Amendment No. 3, dated October 1, 2004, to the Amended
and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 35 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on October 15, 2004.
(iv) Amendment No. 4, dated May 1, 2005, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 37 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on April 7, 2005.
(v) Amendment No. 5, dated September 30, 2005, to the
Amended and Restated Participation Agreement among EQ
Advisors Trust, AXA Equitable, AXA Distributors and AXA
Advisors dated July 15, 2002 incorporated herein by
reference to Post-Effective Amendment No. 44 to the EQ
Advisor's Trust Registration Statement (File No.
333-17217) on Form N-1A filed on April 5, 2006.
(vi) Amendment No. 6, dated August 1, 2006, to the Amended
and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 51 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on February 2, 2007.
(vii) Amendment No. 7, dated May 1, 2007, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 53 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on April 27, 2007.
(viii) Amendment No. 8, dated January 1, 2008, to the Amended
and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 56 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on December 27, 2007.
(ix) Amendment No. 9, dated May 1, 2008, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 61 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on February 13, 2009.
(x) Amendment No. 10, dated January 1, 2009, to the Amended
and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 64 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on March 16, 2009.
(xi) Amendment No. 11, dated May 1, 2009, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 67 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on April 15, 2009.
(xii) Amendment No. 12, dated September 29, 2009, to the
Amended and Restated Participation Agreement among EQ
Advisors Trust, AXA Equitable, AXA Distributors and AXA
Advisors dated July 15, 2002 incorporated herein by
reference to Post-Effective Amendment No. 70 to the EQ
Advisor's Trust Registration Statement (File No.
333-17217) on Form N-1A filed on January 21, 2010.
II-4
(xiii) Amendment No. 13, dated August 16, 2010, to the Amended
and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
Post-Effective Amendment No. 77 To the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on February 3, 2011.
(xiv) Amendment No. 14, dated December 15, 2010, to the
Amended and Restated Participation Agreement among EQ
Advisors Trust, AXA Equitable, AXA Distributors and AXA
Advisors dated July 15, 2002 incorporated herein by
reference to Post-Effective Amendment No. 77 To the EQ
Advisor's Trust Registration Statement (File No.
333-17217) on Form N-1A filed on February 3, 2011.
(xv) Amendment No. 15, dated June 7, 2011, to the Amended and
Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable, AXA Distributors and AXA Advisors
dated July 15, 2002 incorporated herein by reference to
and/or previously filed with Post-Effective Amendment
No. 84 to EQ Advisor's Trust Registration Statement
(File No. 333-17217) on Form N-1A filed on
August 17, 2011.
(xvi) Amendment No. 16, dated April 30, 2012, to the Amended
and Restated Participation Agreement among EQ Advisors
Trust, AXA Equitable and AXA Distributors dated
July 15,2002 incorporated herein by reference to
Post-Effective Amendment No. 96 to the EQ Advisor's
Trust Registration Statement (File No. 333-17217) on
Form N-1A filed on February 7, 2012.
(i)(a) Second Amended and Restated Participation Agreement
among the Trust, AXA Equitable, FMG LLC and AXA
Distributors dated May 23, 2012, incorporated herein by
reference to EQ Advisors Trust Registration Statement on
Form N-1A (File No. 333-17217) filed on July 22, 2013.
(a)(i) Amendment No. 1 dated as of June 4, 2013 to the Second
Amended and Restated Participation Agreement among the
Trust, AXA Equitable, FMG LLC and AXA Distributors dated
May 23, 2012, incorporated herein by reference to EQ
Advisors Trust Registration Statement on Form N-1A (File
No. 333-17217) filed on July 22, 2013.
(a)(ii)Amendment No. 2 dated as of October 21, 2013 to the
Second Amended and Restated Participation Agreement
among the Trust, AXA Equitable, FMG LLC and AXA
Distributors dated May 23, 2012, incorporated herein by
reference to EQ Advisors Trust Registration Statement on
Form N-1A (File No. 333-17217) filed on July 22, 2013.
(a)(iii)Amendment No. 3, dated as of April 4, 2014 ("Amendment
No. 3"), to the Second Amended and Restated
Participation Agreement, dated as of May 23, 2012, as
amended ("Agreement"), by and among EQ Advisors Trust
("Trust"), AXA Equitable Life Insurance Company, AXA
Equitable Funds Management Group, LLC and AXA
Distributors, LLC (collectively, the "Parties"),
incorporated herein by reference to EQ Advisors Trust
Registration Statement on Form N-1A (File No. 333-17217)
filed on April 30, 2014.
(a)(iv)Amendment No. 4, dated as of June 1, 2014 ("Amendment
No. 4"), to the Second Amended and Restated
Participation Agreement, dated as of May 23, 2012, as
amended ("Agreement"), by and among EQ Advisors Trust
("Trust"), AXA Equitable Life Insurance Company, AXA
Equitable Funds Management Group, LLC and AXA
Distributors, LLC (collectively, the "Parties"),
incorporated herein by reference to EQ Advisors Trust
Registration Statement on Form N-1A (File No. 333-17217)
filed on April 30, 2014.
(a)(v) Amendment No. 5, dated as of July 16, 2014 ("Amendment
No. 5"), to the Second Amended and Restated
Participation Agreement, dated as of May 23, 2012, as
amended ("Agreement"), by and among EQ Advisors Trust
("Trust"), AXA Equitable Life Insurance Company, AXA
Equitable Funds Management Group, LLC and AXA
Distributors, LLC (collectively, the "Parties") "),
incorporated herein by reference to EQ Advisors Trust
Registration Statement on Form N-1A (File No. 333-17217)
filed on February 5, 2015.
(a)(vi)Amendment No.6, dated as of April 30, 2015 ("Amendment
No. 6"), to the Second Amended and Restated
Participation Agreement, dated as of May 23, 2012, as
amended ("Agreement"), by and among EQ Advisors Trust
("Trust"), AXA Equitable Life Insurance Company, AXA
Equitable Funds Management Group, LLC and AXA
Distributors, LLC (collectively, the "Parties"),
incorporated herein by reference to EQ Advisors Trust
Registration Statement on Form N-1A (File No. 333-17217)
filed on April 17, 2015.
(a)(vii)Amendment No. 7 dated as of December 21, 2015
("Amendment No. 7"), to the Second Amended and Restated
Participation Agreement, dated as of May 23, 2012, as
amended ("Agreement"), by and among EQ Advisors Trust
("Trust"), AXA Equitable Life Insurance Company, AXA
Equitable Funds Management Group, LLC and AXA
Distributors, LLC (collectively, the "Parties")
incorporated herein by reference to EQ Advisors Trust
Registration Statement on Form 485(a) (File
No. 333-17217) filed on February 11, 2016.
(a)(viii)Amendment No. 8 dated as of December 9, 2016 ("Amendment
No. 8"), to the Second Amended and Restated
Participation Agreement, dated as of May 23, 2012, as
amended ("Agreement"), by and among EQ Advisors Trust
("Trust"), AXA Equitable Life Insurance Company, AXA
Equitable Funds Management Group, LLC and AXA
Distributors, LLC (collectively, the "Parties")
incorporated herein by reference to EQ Advisors Trust
Registration Statement on Form 485(a) (File
No. 333-17217) filed on January 31, 2017.
(2) Not applicable
(4) (a) Form of Flexible Premium Deferred Variable and Index Linked
Annuity Contract, 2017SCSBASE-I-PL-A, previously filed with
this registration statement (File No. 333-216083) on
February 15, 2017.
(b) Form of Flexible Premium Deferred Variable and Index Linked
Annuity Contract, 2017SCSBASE-I-PL-B, previously filed with
this registration statement (File No. 333-216083) on
February 15, 2017.
(c) Form of Data Pages, 2017SCS-DP-PL, previously filed with this
registration statement (File No. 333-216083) on February 15,
2017.
(d) Form of Endorsement Applicable to Traditional IRA,
2017IRA-SCS-I, previously filed with this registration
statement (File No. 333-216083) on February 15, 2017.
(e) Form of Endorsement Applicable to Non-Qualified Contracts,
2017NQ-SCS-I, previously filed with this registration statement
(File No. 333-216083) on February 15, 2017.
(f) Form of Endorsement Applicable to Roth IRA, 2017ROTH-SCS-I,
previously filed with this registration statement (File No.
333-216083) on February 15, 2017.
(g) Form of Endorsement Applicable to Qualified Defined
Contribution Plans, 2016QPDC-SCS-I, incorporated herein by
reference to Registration Statement No. 333-207256 on Form N-4
filed on December 23, 2015.
(h) Form of Endorsement Applicable to Qualified Defined Benefit
Plans, 2016QPDB-SCS-I, incorporated herein by reference to
Registration Statement File No. 333-207256 on Form N-4 filed on
December 23, 2015.
(i) Form of Data Pages, 2017SCS-DP-PL(8-17), previously filed with
this registration statement (File No. 333-216083) on August 25,
2017.
(j) Form of Endorsement Applicable to Traditional IRA
2017-IRA-SCS-I ROPDB, previously filed with this registration
statement (File No. 333-216083) on August 25, 2017.
(k) Form of Endorsement Applicable to Non-Qualified Contracts, 2017
NQ-SCS-ROPDB previously filed with this registration statement
(File No. 333-216083) on August 25, 2017.
(l) Form of Endorsement Applicable to Roth IRA, 2017
ROTH-SCS-I-ROPDB previously filed with this registration
statement (File No. 333-216083) on August 25, 2017.
(m) Form of Rider, 2017SCS-ROPDB, previously filed with this
registration statement (File No. 333-216083) on August 25, 2017.
(5) Opinion of Shane Daly, Vice President and Associate General
Counsel, filed herewith.
(8) Not applicable.
(12) Not applicable.
(15) Not applicable.
(23) Consent of PricewaterhouseCoopers LLP, filed herewith.
(24) Powers of Attorney, filed herewith.
(25) Not applicable.
(26) Not applicable.
II-5
ITEM 17. UNDERTAKINGS
(a) The undersigned registrant hereby undertakes:
(1) To file, during any period in which offers or
sales are being made, a post-effective amendment
to this registration statement:
(i) to include any prospectus required by
section 10(a)(3) of the Securities Act
of 1933;
(ii) to reflect in the prospectus any facts
or events arising after the effective
date of the registration statement (or
the most recent post-effective
amendment thereof) which, individually
or in the aggregate represent a
fundamental change in the information
set forth in the registration
statement. Notwithstanding the
foregoing, any increase or decrease in
volume of securities offered (if the
total dollar value of securities
offered would not exceed that which was
registered) and any deviation from the
low or high end of the estimated
maximum offering range may be reflected
in the form of prospectus filed with
the Commission pursuant to Rule 424(b)
if, in the aggregate, the changes in
volume and price represent no more than
20% change in the maximum aggregate
offering price set forth in the
"Calculation of Registration Fee" table
in the effective registration statement;
(iii)to include any material information
with respect to the plan of
distribution not previously disclosed
in the registration statement or any
material change to such information in
the registration statement;
provided, however, that paragraphs (a)(1)(i), (a)(1)(ii) and
(a)(1)(iii) do not apply if the information required to be
included in a post-effective amendment by those paragraphs is
contained in periodic reports filed with or furnished to the
Commission by the registrant pursuant to Section 13 or 15(d) of
the Securities Act of 1934 that are incorporated by reference
in the registration statement, or is contained in a form of
prospectus filed pursuant to Rule 424(b) that is part of this
Registration Statement.
(2) That, for the purpose of determining any
liability under the Securities Act of 1933,
each such post-effective amendment shall be
deemed to be a new registration statement
relating to the securities offered therein,
and the offering of such securities at that
time shall be deemed to be the initial bona
fide offering thereof.
(3) To remove from registration by means of a
post-effective amendment any of the
securities being registered which remain
unsold at the termination of the offering.
(4) That, for the purpose of determining
liability under the Securities Act of 1933 to
any purchaser, each prospectus filed
II-6
pursuant to Rule 424(b) as part of a
registration statement relating to an
offering, other than registration statements
relying on Rule 430B or other than
prospectuses filed in reliance on Rule 430A,
shall be deemed to be part of and included in
the registration statement as of the date it
is first used after effectiveness. Provided,
however, that no statement made in a
registration statement or prospectus that is
part of the registration statement or made in
a document incorporated or deemed
incorporated by reference into the
registration statement or prospectus that is
part of the registration statement will, as
to a purchaser with a time of contract of
sale prior to such first use, supersede or
modify any statement that was made in the
registration statement or prospectus that was
part of the registration statement or made in
any such document immediately prior to such
date of first use.
(5) That, for the purpose of determining
liability of the Registrant under the
Securities Act of 1933 to any purchaser in
the initial distribution of the securities:
The undersigned Registrant undertakes that in
a primary offering of securities of the
undersigned Registrant pursuant to this
registration statement, regardless of the
underwriting method used to sell the
securities to the purchaser, if the
securities are offered or sold to such
purchaser by means of any of the following
communications, the undersigned Registrant
will be a seller to the purchaser and will be
considered to offer or sell such securities
to such purchaser: (i) Any preliminary
prospectus or prospectus of the undersigned
Registrant relating to the offering required
to be filed pursuant to Rule 424; (ii) Any
free writing prospectus relating to the
offering prepared by or on behalf of the
undersigned Registrant or used or referred to
by the undersigned Registrant; (iii) The
portion of any other free writing prospectus
relating to the offering containing material
information about the undersigned Registrant
or its securities provided by or on behalf of
the undersigned Registrant; and (iv) Any
other communication that is an offer in the
offering made by the undersigned Registrant
to the purchaser.
(b) The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act
of 1933, each filing of the registrant's annual report pursuant
to Section 13(a) or Section 15(d) of the Securities Exchange
Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.
II-7
(c) Insofar as indemnification for liabilities arising under
the Securities Act of 1933 may be permitted to directors,
officers and controlling persons of the registrant pursuant to
the foregoing provisions, or otherwise, the registrant 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 registrant of expenses incurred
or paid by a director, officer or controlling person of the
registrant 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 registrant 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.
II-8
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-3 and has duly caused this
Amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City and State of New York, on
this 21st day of December, 2017.
AXA EQUITABLE LIFE INSURANCE COMPANY
(Depositor)
By: /s/ Shane Daly
----------------------------------------
Shane Daly
Vice President and Associate General
Counsel
AXA Equitable Life Insurance Company
As required by the Securities Act of 1933, this amendment to the
Registration Statement has been signed by the following persons in the
capacities and on the date indicated:
PRINCIPAL EXECUTIVE OFFICER:
*Mark Pearson Chairman of the Board, Chief Executive Officer,
Director and President
PRINCIPAL FINANCIAL OFFICER:
*Anders B. Malmstrom Senior Executive Director
and Chief Financial Officer
PRINCIPAL ACCOUNTING OFFICER:
*Andrea M. Nitzan Executive Director, Chief Accounting Officer
and Controller
*DIRECTORS:
Thomas Buberl Mark Pearson
Barbara Fallon-Walsh Bertram L. Scott
Daniel G. Kaye George Stansfield
Kristi A. Matus Richard C. Vaughan
Ramon de Oliveira
*By: /s/ Shane Daly
--------------------------
Shane Daly
Attorney-in-Fact
December 21, 2017
EXHIBIT INDEX
EXHIBIT NO. TAG VALUE
(5) Opinion and Consent of Shane Daly EX-99.5
(23) Consent of PricewaterhouseCoopers LLP EX-99.23
(24) Powers of Attorney EX-99.24