Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
GREAT-WEST ARIEL SMALL CAP VALUE FUND
Schedule of Investments
As of December 31, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal Amount
|
|
|
|
Value
|
|
|
|
|
Securities Lending Collateral (continued)
|
|
|
|
|
|
|
$
|
|
|
5,272
|
|
|
Undivided interest of 0.26% in a repurchase agreement (principal amount/value $2,001,943 with a maturity value of $2,001,961) with HSBC
Securities (USA) Inc, 0.16%, dated 12/31/12, to be repurchased at $5,272 on 1/2/13, collateralized by various U.S. Government Agency Securities, 0.00% - 9.38%, 1/15/13 - 3/17/31, with a value of $2,041,993.
|
|
$
|
|
|
5,272
|
|
|
|
|
|
|
|
|
|
902
|
|
|
Undivided interest of 0.26% in a repurchase agreement (principal amount/value $345,797 with a maturity value of $345,800) with Merrill
Lynch, Pierce, Fenner & Smith, 0.15%, dated 12/31/12, to be repurchased at $902 on 1/2/13, collateralized by Federal National Mortgage Association, 0.50% - 6.00%, 8/9/13 - 4/18/36, with a value of $352,713.
|
|
|
|
|
902
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal Amount
|
|
|
|
Value
|
|
|
|
|
Securities Lending Collateral (continued)
|
|
|
|
|
|
|
$
|
|
|
83,168
|
|
|
Undivided interest of 0.57% in a repurchase agreement (principal amount/value $14,518,150 with a maturity value of $14,518,311) with
Credit Suisse Securities (USA) LLC, 0.20%, dated 12/31/12, to be repurchased at $83,168 on 1/2/13, collateralized by U.S. Treasury, 0.25% - 4.50%, 7/31/13 - 4/30/19, with a value of $14,808,548.
|
|
$
|
|
|
83,168
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL SECURITIES LENDING
COLLATERAL 8.12%
(Cost $3,088,943)
|
|
$
|
|
|
3,088,943
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL INVESTMENTS 109.82%
(Cost $33,305,713)
|
|
$
|
|
|
41,741,412
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER ASSETS & LIABILITIES, NET (9.82)%
|
|
$
|
|
|
(3,734,197)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL NET ASSETS 100.00%
|
|
$
|
|
|
38,007,215
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
A portion or all of the security is on loan at December 31, 2012.
|
(b)
|
Non-income producing security.
|
Security classes presented herein are not necessarily the same as those used for determining the Funds compliance with its investment
objectives and restrictions, as the Fund uses additional sub-classifications, which management defines by referring to one or more widely recognized market indexes or ratings group indexes (unaudited).
See Notes to Financial
Statements.
Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
Statement of Assets and Liabilities
As of December 31, 2012
|
|
|
|
|
|
|
Great-West Ariel
Small Cap Value
Fund
|
|
|
|
|
|
ASSETS:
|
|
|
|
|
Investments in securities, fair value (including $2,993,012 of securities on loan)
(a)
|
|
|
$41,741,412
|
|
Cash
|
|
|
192,395
|
|
Dividends receivable
|
|
|
27,862
|
|
Subscriptions receivable
|
|
|
65,449
|
|
|
|
|
|
|
Total Assets
|
|
|
42,027,118
|
|
|
|
|
|
|
|
|
LIABILITIES:
|
|
|
|
|
Payable to investment adviser
|
|
|
44,034
|
|
Payable upon return of securities loaned
|
|
|
3,088,943
|
|
Redemptions payable
|
|
|
886,880
|
|
Payable for distribution fees
|
|
|
46
|
|
|
|
|
|
|
Total Liabilities
|
|
|
4,019,903
|
|
|
|
|
|
|
|
|
NET ASSETS
|
|
|
$38,007,215
|
|
|
|
|
|
|
|
|
NET ASSETS REPRESENTED BY:
|
|
|
|
|
Capital stock, $0.10 par value
|
|
|
$376,120
|
|
Paid-in capital in excess of par
|
|
|
79,862,445
|
|
Net unrealized appreciation on investments
|
|
|
8,435,699
|
|
Undistributed net investment income
|
|
|
2,237
|
|
Accumulated net realized loss on investments
|
|
|
(50,669,286)
|
|
|
|
|
|
|
|
|
TOTAL NET ASSETS
|
|
|
|
|
Initial Class
|
|
|
$37,777,383
|
|
|
|
|
|
|
Class L
|
|
|
$229,832
|
|
|
|
|
|
|
|
|
CAPITAL STOCK:
|
|
|
|
|
Authorized
|
|
|
|
|
Initial Class
|
|
|
85,000,000
|
|
Class L
|
|
|
35,000,000
|
|
Issued and Outstanding
|
|
|
|
|
Initial Class
|
|
|
3,740,154
|
|
Class L
|
|
|
21,044
|
|
|
|
NET ASSET VALUE, REDEMPTION PRICE AND OFFERING PRICE PER SHARE:
|
|
|
|
|
Initial Class
|
|
|
$10.10
|
|
|
|
|
|
|
Class L
|
|
|
$10.92
|
|
|
|
|
|
|
|
|
(a
)
Cost of investments
|
|
|
$33,305,713
|
|
See Notes to Financial
Statements.
Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
Statement of Operations
For the fiscal year ended December 31, 2012
|
|
|
|
|
|
|
Great-West Ariel
Small Cap Value
Fund
|
|
|
|
|
INVESTMENT INCOME:
|
|
Interest
|
|
|
$94
|
|
Income from securities lending
|
|
|
46,752
|
|
Dividends
|
|
|
694,932
|
|
|
|
|
|
|
Total Income
|
|
|
741,778
|
|
|
|
|
|
|
|
|
EXPENSES:
|
|
|
|
|
Management fees
|
|
|
392,224
|
|
Audit fees
|
|
|
18,903
|
|
Bank and custodian fees
|
|
|
5,766
|
|
Distribution fees - Class L
|
|
|
484
|
|
Investment administration fees
|
|
|
102,759
|
|
Other
|
|
|
57,686
|
|
|
|
|
|
|
Total Expenses
|
|
|
577,822
|
|
|
|
|
|
|
|
|
Less amount reimbursed by investment adviser
|
|
|
47,836
|
|
Less amount waived by distributor - Class L
|
|
|
31
|
|
|
|
|
|
|
|
|
Net Expenses
|
|
|
529,955
|
|
|
|
|
|
|
|
|
NET INVESTMENT INCOME
|
|
|
211,823
|
|
|
|
|
|
|
|
|
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
|
|
|
|
|
Net realized gain on investments
|
|
|
3,703,471
|
|
Net change in unrealized appreciation on investments
|
|
|
3,189,902
|
|
|
|
|
|
|
|
|
Net Realized and Unrealized Gain on Investments
|
|
|
6,893,373
|
|
|
|
|
|
|
|
|
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
|
|
|
$7,105,196
|
|
|
|
|
|
|
See Notes to Financial
Statements.
Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
Statement of Changes in Net Assets
For the fiscal years ended December 31, 2012 and 2011
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
|
2011
|
|
Great-West Ariel Small Cap Value Fund
|
|
|
|
|
|
|
|
|
|
|
|
OPERATIONS:
|
|
|
|
|
|
|
|
|
Net investment income (loss)
|
|
|
$211,823
|
|
|
|
$(154,824)
|
|
Net realized gain
|
|
|
3,703,471
|
|
|
|
2,929,313
|
|
Net change in unrealized appreciation (depreciation)
|
|
|
3,189,902
|
|
|
|
(8,180,434)
|
|
|
|
|
|
|
|
|
|
|
Net Increase (Decrease) in Net Assets Resulting from Operations
|
|
|
7,105,196
|
|
|
|
(5,405,945)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DISTRIBUTIONS TO SHAREHOLDERS:
|
|
|
|
|
|
|
|
|
From net investment income
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
(208,519)
|
|
|
|
|
|
Class L
|
|
|
(1,067)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From net investment income
|
|
|
(209,586)
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Distributions
|
|
|
(209,586)
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CAPITAL SHARE TRANSACTIONS:
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
11,015,848
|
|
|
|
24,486,816
|
|
Class L
|
|
|
420,046
|
|
|
|
215,068
|
|
Shares issued in reinvestment of distributions
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
208,519
|
|
|
|
|
|
Class L
|
|
|
1,067
|
|
|
|
|
|
Shares redeemed
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
(18,693,291)
|
|
|
|
(33,284,968)
|
|
Class L
|
|
|
(443,318)
|
|
|
|
(5,666)
|
|
|
|
|
|
|
|
|
|
|
Net Decrease in Net Assets Resulting from Capital Share Transactions
|
|
|
(7,491,129)
|
|
|
|
(8,588,750)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Decrease in Net Assets
|
|
|
(595,519)
|
|
|
|
(13,994,695)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS:
|
|
|
|
|
|
|
|
|
Beginning of year
|
|
|
38,602,734
|
|
|
|
52,597,429
|
|
|
|
|
|
|
|
|
|
|
End of year
(a)
|
|
|
$38,007,215
|
|
|
|
$38,602,734
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CAPITAL SHARE TRANSACTIONS - SHARES:
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
1,180,779
|
|
|
|
2,649,097
|
|
Class L
|
|
|
40,487
|
|
|
|
24,287
|
|
Shares issued in reinvestment of distributions
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
21,593
|
|
|
|
|
|
Class L
|
|
|
99
|
|
|
|
|
|
Shares redeemed
|
|
|
|
|
|
|
|
|
Initial Class
|
|
|
(2,005,706)
|
|
|
|
(3,621,867)
|
|
Class L
|
|
|
(43,183)
|
|
|
|
(646)
|
|
|
|
|
|
|
|
|
|
|
Net Decrease
|
|
|
(805,931)
|
|
|
|
(949,129)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
Including undistributed net investment income:
|
|
|
$2,237
|
|
|
|
$0
|
|
See Notes to Financial
Statements.
Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
Financial Highlights
Selected data for a share of capital stock of the Fund throughout the periods indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years Ended December 31,
|
|
|
|
|
|
2012
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
2008
|
|
|
|
Great-West Ariel Small Cap Value Fund - Initial Class
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSET VALUE, BEGINNING OF
YEAR
|
|
|
$8.45
|
|
|
|
$9.53
|
|
|
|
$7.36
|
|
|
|
$4.44
|
|
|
|
$11.46
|
|
|
|
INCOME (LOSS) FROM INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.05
|
(a)
|
|
|
|
|
|
|
|
|
|
|
0.01
|
|
|
|
0.12
|
|
|
Net realized and unrealized gain (loss)
|
|
|
1.65
|
|
|
|
(1.08)
|
|
|
|
2.17
|
|
|
|
2.92
|
|
|
|
(5.40)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total From Investment Operations
|
|
|
1.70
|
|
|
|
(1.08)
|
|
|
|
2.17
|
|
|
|
2.93
|
|
|
|
(5.28)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LESS
DISTRIBUTIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From return of capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.01)
|
|
|
|
|
|
|
From net investment income
|
|
|
(0.05)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.12)
|
|
|
From net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.62)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Distributions
|
|
|
(0.05)
|
|
|
|
0.00
|
|
|
|
0.00
|
|
|
|
(0.01)
|
|
|
|
(1.74)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSET VALUE, END OF
YEAR
|
|
|
$10.10
|
|
|
|
$8.45
|
|
|
|
$9.53
|
|
|
|
$7.36
|
|
|
|
$4.44
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL RETURN
(b)
|
|
|
20.19%
|
|
|
|
(11.33%)
|
|
|
|
29.31%
|
|
|
|
66.19%
|
|
|
|
(45.93%)
|
|
|
SUPPLEMENTAL DATA AND
RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of year ($000)
|
|
|
$37,777
|
|
|
|
$38,387
|
|
|
|
$52,597
|
|
|
|
$50,835
|
|
|
|
$122,631
|
|
|
Ratio of expenses to average net assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before reimbursement
|
|
|
1.39%
|
|
|
|
1.35%
|
|
|
|
1.39%
|
|
|
|
1.15%
|
|
|
|
1.08%
|
|
|
After reimbursement
|
|
|
1.35%
|
|
|
|
1.35%
|
|
|
|
1.26%
|
|
|
|
1.14%
|
|
|
|
1.07%
|
|
|
Ratio of net investment income to average net assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before reimbursement
|
|
|
0.50%
|
|
|
|
(0.34%)
|
|
|
|
(0.46%)
|
|
|
|
(0.08%)
|
|
|
|
0.91%
|
|
|
After reimbursement
|
|
|
0.54%
|
|
|
|
(0.34%)
|
|
|
|
(0.34%)
|
|
|
|
(0.07%)
|
|
|
|
0.91%
|
|
|
Portfolio turnover rate
(c)
|
|
|
20%
|
|
|
|
22%
|
|
|
|
36%
|
|
|
|
36%
|
|
|
|
23%
|
|
|
(a)
|
Per share amounts are based upon average shares outstanding.
|
(b)
|
Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
|
(c)
|
Portfolio turnover is calculated at the Fund level.
|
See Notes to Financial
Statements.
Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
Financial Highlights
Selected data for a share of capital stock of the Fund throughout the periods indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Years
Ended
December 31,
|
|
|
|
|
|
2012
|
|
|
2011
(a)
|
|
|
Great-West Ariel Small Cap Value Fund - Class L
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSET VALUE, BEGINNING OF YEAR
|
|
|
$9.14
|
|
|
|
$10.00
|
|
|
|
INCOME (LOSS) FROM INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.02
|
(b)
|
|
|
|
|
|
Net realized and unrealized gain (loss)
|
|
|
1.81
|
|
|
|
(0.86)
|
|
|
|
|
|
|
|
|
|
|
|
|
Total From Investment Operations
|
|
|
1.83
|
|
|
|
(0.86)
|
|
|
|
|
|
|
|
|
|
|
|
|
LESS
DISTRIBUTIONS:
|
|
|
|
|
|
|
|
|
|
From net investment income
|
|
|
(0.05)
|
|
|
|
|
|
|
From net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Distributions
|
|
|
(0.05)
|
|
|
|
0.00
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSET VALUE, END OF
YEAR
|
|
|
$10.92
|
|
|
|
$9.14
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL RETURN
(c) (e)
|
|
|
20.02%
|
|
|
|
(8.60%)
(
|
d)
|
|
SUPPLEMENTAL DATA AND
RATIOS:
|
|
|
|
|
|
|
|
|
|
Net assets, end of year ($000)
|
|
|
$230
|
|
|
|
$216
|
|
|
Ratio of expenses to average net assets
|
|
|
|
|
|
|
|
|
|
Before reimbursement and waiver
|
|
|
18.35%
|
|
|
|
65.86%
(
|
f)
|
|
After reimbursement and waiver
|
|
|
1.58%
|
|
|
|
1.58%
(
|
f)
|
|
Ratio of net investment income (loss) to average net assets
|
|
|
|
|
|
|
|
|
|
Before reimbursement and waiver
|
|
|
(16.55%)
|
|
|
|
(64.46%)
(
|
f)
|
|
After reimbursement and waiver
|
|
|
0.21%
|
|
|
|
(0.18%)
(
|
f)
|
|
Portfolio turnover rate
(g)
|
|
|
20%
|
|
|
|
22%
|
|
|
(a)
|
Class L inception date was July 29, 2011.
|
(b)
|
Per share amounts are based upon average shares outstanding.
|
(c)
|
Performance does not include any fees or expenses of variable insurance contracts, if
applicable. If such fees or expenses were included, returns would be lower.
|
(d)
|
Not annualized for periods less than one full year.
|
(e)
|
Performance shown net of distribution fees waived. Without the waiver, the return
shown would have been lower.
|
(g)
|
Portfolio turnover is calculated at the Fund level.
|
See Notes to Financial
Statements.
Annual Report - December 31, 2012
GREAT-WEST FUNDS, INC.
GREAT-WEST ARIEL SMALL CAP VALUE FUND
Notes to Financial Statements
1.
|
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
|
Great-West Funds, Inc. (the Great-West Funds) is a Maryland corporation organized on December 7, 1981 and is registered under the Investment
Company Act of 1940 (the 1940 Act) as an open-end management investment company. Great-West Funds changed its name from Maxim Series Fund, Inc. on September 24, 2012 and presently consists of sixty-four funds. Interests in the Great-West Ariel
Small Cap Value Fund (the Fund) are included herein and are represented by a separate class of beneficial interest of the Great-West Funds. Effective September 24, 2012, Maxim Ariel Small-Cap Value Portfolios name changed to Great-West
Ariel Small Cap Value Fund. The investment objective of the Fund is to seek long-term capital appreciation. The Fund is diversified as defined in the 1940 Act. The Fund is available as an investment option for insurance company separate accounts for
certain variable annuity contracts and variable life insurance policies, to individual retirement account custodians or trustees, to plan sponsors of qualified retirement plans, to college savings programs, and to asset allocation funds that are a
series of the Great-West Funds.
The Fund offers two share classes, referred to as Initial Class and Class L shares. All shares of the
Fund represent an equal pro rata interest in the net assets of the class to which such shares belong, and have identical voting, dividend, liquidation and other rights and the same terms and conditions, except for class specific expenses and
exclusive rights to vote on matters affecting only individual classes. Income, expenses (other than those attributable to a specific class) and realized and unrealized gains and losses are allocated daily to each class of shares based on the
relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against operations of that class.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those
estimates. The following is a summary of the significant accounting policies of the Fund.
Net Asset Value
The net asset value of each class of the Funds shares is determined by dividing the net assets attributable to each class of the Fund by the
number of issued and outstanding shares of each class of the Fund on each business day.
Security Valuation
The value of assets in the Fund is determined as of the close of trading on each valuation date.
For securities that are traded on an exchange, the last sale price as of the close of business of the principal exchange will be used. If the
closing price is not available, the current bid will be used. For securities that principally trade on the NASDAQ National Market System, the NASDAQ official closing price will be used.
Foreign exchange rates are determined by utilizing the New York closing rates.
Foreign securities are generally valued using an adjusted systematic fair value price from an independent pricing service.
Independent pricing services are approved by the Board of Directors and are utilized for all investment types when available. In some instances
valuations from independent pricing services are not available or do not reflect events in the market between the time the market closed and the valuation time and therefore fair valuation procedures are implemented. Developments that might trigger
fair value pricing could be natural disasters, government actions or fluctuations in domestic and foreign markets.
Annual Report - December 31, 2012
The following table provides examples of the inputs that are commonly used for valuing particular
classes of securities. These classifications are not exclusive, and any inputs may be used to value any other security class.
|
|
|
|
|
Class
|
|
Inputs
|
|
|
|
|
|
Equity Investments:
|
|
|
|
|
Common Stock (Domestic and Foreign)
|
|
Exchange traded close price, bids, evaluated bids, open and close price of local exchange, exchange rates, fair values based on significant market movement and various
index data.
|
|
|
|
|
|
Securities Lending Collateral (Repurchase Agreements)
|
|
Maturity date and credit quality.
|
|
|
The Fund classifies its valuations into three levels based upon the transparency of inputs to the valuation of the
Funds investments. The valuation levels are not necessarily an indication of the risk or liquidity associated with the underlying investment. The three levels are defined as follows:
Level 1 Unadjusted quoted prices for identical securities in active markets.
Level 2 Inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. These
may include quoted prices for similar assets in active markets. The fair value for some Level 2 securities may be obtained from pricing services or other pricing sources. The inputs used by the pricing services are reviewed quarterly
or when the pricing vendor issues updates to its pricing methodologies.
Level 3 Unobservable inputs to the extent observable
inputs are not available and may include prices obtained from single broker quotes. Unobservable inputs reflect the reporting entitys own assumptions and would be based on the best information available under the circumstances. Broker quotes
are analyzed through an internal review process, which includes a review of known market conditions and other relevant data.
As of
December 31, 2012, the inputs used to value the Funds investments are detailed in the following table. The Fund recognizes transfers between levels as of the beginning of the reporting period. There were no transfers between Levels 1, 2
and 3 during the year.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1
|
|
|
|
|
|
Level 2
|
|
|
|
|
|
Level 3
|
|
|
|
|
|
Total
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic Common Stock
|
|
|
$
|
|
|
|
36,969,493
|
|
|
|
$
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
|
|
$
|
|
|
|
36,969,493
|
|
Foreign Common Stock
|
|
|
|
|
|
|
1,682,976
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,682,976
|
|
Securities Lending Collateral
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,088,943
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,088,943
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments
(a)
|
|
|
$
|
|
|
|
38,652,469
|
|
|
|
$
|
|
|
|
3,088,943
|
|
|
|
$
|
|
|
|
0
|
|
|
|
$
|
|
|
|
41,741,412
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Further breakdown of the Funds sector and industry classifications is included in the Schedule of Investments.
|
Risk Factors
Investing in the Fund may
involve certain risks including, but not limited to, the following.
Unforeseen developments in market conditions may result in the
decline of prices of, and the income generated by, the securities held by the Fund. These events may have adverse effects on the Fund such as a decline in the value and liquidity of many securities held by the Fund, and a decrease in net asset
value. Such unforeseen developments may limit or preclude the Funds ability to achieve its investment objective.
Investing in
stocks may involve larger price fluctuation and greater potential for loss than other types of investments. This may cause the securities held by the Fund to be subject to larger short-term declines in value.
The Fund may have elements of risk due to concentrated investments in foreign issuers located in a specific country. Such concentrations may
subject the Fund to additional risks resulting from future political or economic conditions and/or possible impositions of adverse foreign governmental laws or currency exchange restrictions. Investments in securities of
Annual Report - December 31, 2012
non-U.S. issuers have unique risks not present in securities of U.S. issuers, such as greater price volatility and less liquidity.
Repurchase Agreements
The Fund may engage in repurchase agreement transactions with
institutions that the Funds investment adviser has determined are creditworthy. The Fund, through its custodian, receives delivery of underlying securities collateralizing a repurchase agreement. Collateral is at least equal to the value of
the repurchase obligation including interest. A repurchase agreement transaction involves certain risks in the event of default or insolvency of the counterparty. These risks include possible delays or restrictions upon a Funds ability to
dispose of the underlying securities and a possible decline in the value of the underlying securities during the period while the Fund seeks to assert its rights.
The Fund, along with certain other funds of the Great-West Funds, may hold repurchase agreement positions as a form of security lending collateral, that are jointly collateralized by various U.S. Government or
U.S. Government Agency securities.
Dividends
Dividends from net investment income of the Fund, if any, are declared and paid semi-annually. Income dividends are reinvested in additional shares at net asset value. Dividends from capital gains of the Fund, if
any, are declared and reinvested at least annually in additional shares at net asset value.
Security Transactions
Security transactions are accounted for on the date the security is purchased or sold (trade date). Realized gains and losses from investments sold
are determined on the basis of the first-in, first-out method (FIFO).
Dividend income for the Fund is accrued as of the ex-dividend
date and interest income, including amortization of discounts and premiums, is recorded daily.
Federal Income Taxes
The Funds policy complies with the requirements under Subchapter M of the Internal Revenue Code applicable to regulated investment companies
and the Fund intends to distribute substantially all of its net taxable income and net capital gains, if any, each year. The Fund is not subject to income taxes to the extent such distributions are made. Therefore, no federal income taxes or excise
tax provision is required.
As of and during the year ended December 31, 2012, the Fund did not have a liability for any
unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year, the Fund did not incur any interest or penalties.
The Fund files U.S. Federal and Colorado tax returns. The statute of limitations on the Funds U.S. Federal tax returns remain open for the
fiscal years ended 2009 through 2012. The statute of limitations on the Funds Colorado tax returns remain open for an additional year.
Application of Recent Accounting Pronouncements
In April 2011, the Financial Accounting Standards Board issued ASU No. 2011-03
Transfers and Servicing (Topic 860): Reconsideration of Effective Control for Repurchase Agreements
(ASU
No. 2011-03). ASU No. 2011-03 removes from the assessment of effective control the criterion requiring a transferor to have the ability to repurchase or redeem the financial assets transferred in a repurchase arrangement. This requirement
was one of the criterions under ASU topic 860 that entities used to determine whether a transferor maintained effective control. Entities are still required to consider all the effective control criterion under ASU topic 860; however, the
elimination of this requirement may lead to more conclusions that a repurchase agreement should be accounted for as a secured borrowing rather than a sale. ASU No. 2011-03 is effective for the interim or annual periods beginning on or after
December 15, 2011. The Fund adopted ASU No. 2011-03 for its fiscal year beginning January 1, 2012. The adoption of ASU No. 2011-03 did not have an impact on the Funds financial position or the results of its
operations.
Annual Report - December 31, 2012
In May 2011, the Financial Accounting Standards Board issued ASU No. 2011-04
Fair Value
Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurements and Disclosure Requirements in U.S. GAAP and IFRSs
(ASU No. 2011-04). ASU No. 2011-04 does not extend the use of the existing concept or guidance
regarding fair value. It results in common fair value measurements and disclosures between accounting principles generally accepted in the United States and those of International Financial Reporting Standards. ASU No. 2011-04 expands
disclosure requirements for Level 3 inputs to include a quantitative description of the unobservable inputs used, a description of the valuation process used and a qualitative description about the sensitivity of the fair value measurements. ASU
No. 2011-04 is effective for interim or annual periods beginning on or after December 15, 2011. The Fund adopted ASU No. 2011-04 for its fiscal year beginning January 1, 2012. The adoption of ASU No. 2011-04 did not
have an impact on the Funds financial position or the results of its operations.
In December 2011, the Financial Accounting
Standards Board issued ASU No. 2011-11
Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities
(ASU No. 2011-11). ASU No. 2011-11 requires an entity to enhance disclosures about financial and
derivative instrument offsetting arrangements or similar arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. ASU No. 2011-11 is effective for interim or annual
periods beginning on or after January 1, 2013. The Fund will adopt ASU No. 2011-11 for its fiscal year beginning January 1, 2013. At this time, the Fund is evaluating the impact, if any, of ASU No. 2011-11 on the financial
statements and related disclosures.
2.
|
INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES
|
Great-West Funds has entered into an investment advisory agreement with Great-West Capital Management, LLC (the Adviser), formerly known as GW Capital Management, LLC, a wholly-owned subsidiary of GWL&A. As
compensation for its services to Great-West Funds, the Adviser receives monthly compensation at the annual rate of 1.00% of the average daily net assets of the Fund. However, the Adviser is required by contract to reimburse the Fund for any expenses
which exceed an annual rate, including management fees, of 1.35% of the average daily net assets of the Fund. Expenses incurred by Great-West Funds, which are not Fund specific, are allocated based on relative net assets or other appropriate
allocation methods. The Adviser and Great-West Funds have entered into a sub-advisory agreement with Ariel Investments, LLC. The Fund is not responsible for payment of the sub-advisory fees.
GWFS Equities, Inc. (the Distributor), is a wholly-owned subsidiary of GWL&A and the principal underwriter to distribute and market the
Fund. The Fund has entered into a plan of distribution which provides for compensation for distribution of Class L shares and for providing or arranging for the provision of services to Class L shareholders. The distribution plan provides
for a maximum fee equal to an annual rate of 0.25% of the average daily net assets of the Class L shares. The Distributor has agreed to voluntarily waive all 12b-1 fees attributable to Class L shares purchased by the Adviser in consideration
for the Adviser providing initial capital to the Fund. The amount waived, if any, is reflected in the Statement of Operations.
The
total compensation paid to the independent directors with respect to all sixty-four funds for which they serve as Directors was $238,800 for the year ended December 31, 2012. Certain officers of Great-West Funds are also directors and/or
officers of GWL&A or its subsidiaries. No officer or interested director of Great-West Funds receives any compensation directly from Great-West Funds.
3.
|
PURCHASES AND SALES OF INVESTMENT SECURITIES
|
For
the year ended December 31, 2012, the aggregate cost of purchases and proceeds from sales of investment securities (excluding all U.S. Government securities and short-term securities) were $7,761,251 and $14,070,041, respectively. For the same
period, there were no purchases or sales of long-term U.S. Government securities.
4.
|
UNREALIZED APPRECIATION (DEPRECIATION)
|
At
December 31, 2012, the U.S. Federal income tax cost basis was $35,041,488. The Fund had gross appreciation of securities in which there was an excess of value over tax cost of $9,816,069 and gross depreciation of securities in which there was
an excess of tax cost over value of $3,116,145 resulting in net appreciation of $6,699,924.
Annual Report - December 31, 2012
The Fund has entered into a
securities lending agreement with its custodian. Under the terms of the agreement the Fund receives income, recorded monthly, after deductions of other amounts payable to the custodian or to the borrower from lending transactions. In exchange for
such fees, the custodian is authorized to loan securities on behalf of the Fund against receipt of cash collateral at least equal in value at all times to the value of the securities loaned plus accrued interest. The Fund also continues to receive
interest or dividends on the securities loaned. Cash collateral is invested in securities approved by the Board of Directors. The Fund bears the risk of any deficiency in the amount of collateral available for return to a borrower due to a loss in
an approved investment. As of December 31, 2012 the Fund had securities on loan valued at $2,993,012 and received collateral of $3,088,943 for such loan which was invested in repurchase agreements collateralized by U.S. Government or U.S.
Government Agency securities. The repurchase agreements can be jointly purchased with other lending agent clients and in the event of a default by the counterparty, all lending agent clients would share ratably in the collateral. Additional
information regarding the Funds securities on loan is included in the Schedule of Investments.
6.
|
DISTRIBUTIONS TO SHAREHOLDERS
|
Net investment
income (loss) and net realized gain (loss) for federal income tax purposes may differ from those reported on the financial statements because of temporary and permanent book and tax basis differences. The differences may include but are not limited
to the following: wash sales, distribution adjustments, adjustments to the accounting treatment of partnerships, adjustments for Passive Foreign Investment Corporation securities and adjustments for Real Estate Investment Trust securities. The
differences have no impact on net assets or the results of operations. The character of dividends and distributions made during the fiscal year from net investment income and/or realized gains may differ from their ultimate characterization for
federal income tax purposes. In addition, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain was recorded by the Fund.
The tax character of distributions paid during the years ended December 31, 2012 and 2011 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
|
|
|
2011
|
|
|
|
Distributions paid from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary Income
|
|
$
|
|
|
209,586
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
|
|
209,586
|
|
|
$
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2012, the components of distributable earnings on a tax basis were as follows:
|
|
|
|
|
|
|
|
|
Undistributed ordinary income
|
|
$
|
|
|
2,237
|
|
|
|
Undistributed capital gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net accumulated earnings
|
|
|
|
|
2,237
|
|
|
|
|
|
|
|
|
|
|
Net unrealized appreciation on
investments
|
|
|
|
|
6,699,924
|
|
|
Capital loss carryforward
|
|
|
|
|
(48,933,511)
|
|
|
Post-October losses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax composition of capital
|
|
$
|
|
|
(42,231,350)
|
|
|
|
|
|
|
|
|
|
|
Under the Regulated Investment Company Modernization Act of 2010, net capital losses realized in taxable years
beginning after December 22, 2010 may be carried forward indefinitely, and the character of the losses is retained as short-term and/or long-term. For the year ended December 31, 2012, the Fund utilized $3,362,662 and had the following
capital loss carryforwards available for federal income tax purposes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pre-Enactment
|
|
|
Post-Enactment Unused
|
|
|
|
|
Unused
|
|
|
Expiraton Date
|
|
|
Short-Term
|
|
|
Long-Term
|
|
|
|
$
|
(40,386,960)
|
|
|
|
2017
|
|
|
$
|
|
|
|
$
|
|
|
|
|
$
|
(8,546,551)
|
|
|
|
2018
|
|
|
$
|
|
|
|
$
|
|
|
|
Annual Report - December 31, 2012
7.
|
TAX INFORMATION (unaudited)
|
Dividends paid by the
Fund from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes, taxable as ordinary income to shareholders. Of the ordinary income distributions declared for the year ended
December 31, 2012, 100% qualifies for the dividend received deduction available to the Funds corporate shareholders.
Annual Report - December 31, 2012
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of Great-West Funds, Inc.
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Great-West Ariel Small Cap Value Fund (formerly, Maxim Ariel Small-Cap Value
Portfolio), one of the funds of Great-West Funds, Inc. (formerly, Maxim Series Fund, Inc.) (the Great-West Funds) as of December 31, 2012, and the related statement of operations for the year then ended, the statement of changes in
net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of Great-West
Funds management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. Great-West Funds is not required to have, nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of Great-West Funds internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2012, by
correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the
financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Great-West Ariel Small Cap Value Fund of Great-West Funds, Inc. as of December 31, 2012, the results of its
operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles
generally accepted in the United States of America.
/s/ DELOITTE & TOUCHE LLP
Denver, Colorado
February 22, 2013
Fund Directors and Officers
Great-West Funds, Inc. (Great-West Funds) is organized under Maryland law, and is governed by the Board of Directors (the Board). The Board is responsible for overall management of
Great-West Funds business affairs. The Board meets at least four times during the year to, among other things, review a wide variety of matters affecting Great-West Funds, including performance, compliance matters, advisory fees and expenses,
service providers, and other business affairs. Each Director oversees 64 funds, each of which is a series of Great-West Funds. The business address of each Director and officer is 8515 East Orchard Road, Greenwood Village, Colorado 80111. The
following table provides information about each of the Directors and executive officers of Great-West Funds.
|
|
|
|
|
|
|
|
|
|
|
Independent Directors*
|
Name,
Address,
and
Age
|
|
Position(s)
Held
with
Great-West
Funds
|
|
Term of
Office and
Length
of
Time Served
|
|
Principal
Occupation(s) During
Past 5 Years
|
|
Number of
Funds
in
Fund
Complex
Overseen
by
Director
|
|
Other
Directorships
Held
by
Director
|
Gail H.
Klapper
8515 East
Orchard
Road,
Greenwood
Village, CO 80111
1943
|
|
Independent
Director
|
|
Since
2007
|
|
Managing Attorney, Klapper Law Firm; Member, The Colorado
Forum; President, Ward Lake, Inc.; Manager, 6K Ranch, LLC
|
|
64
|
|
Director,
Guaranty
Bancorp
|
Stephen G. McConahey
8515 East
Orchard
Road,
Greenwood
Village, CO 80111
1943
|
|
Independent
Director
|
|
Since
2011
|
|
Chairman, SGM Capital, LLC; Partner, Iron Gate
Capital, LLC; Director, The IMA Financial Group, Inc.
|
|
64
|
|
Director,
Guaranty
Bancorp
|
|
|
|
|
|
|
|
|
|
|
|
Sanford
Zisman
8515 East
Orchard
Road,
Greenwood Village, CO 80111
1939
|
|
Lead
Independent
Director
|
|
Since 1982
|
|
Attorney, Law Firm of Zisman, Ingraham & Mong,
P.C. 64
|
|
N/A
|
|
Interested Directors**
|
Name,
Address,
and
Age
|
|
Position(s)
Held
with
Great-West
Funds
|
|
Term
of
Office and
Length of
Time Served
|
|
Principal Occupation(s)
During Past 5 Years
|
|
Number
of
Funds
in Fund
Complex
Overseen
by
Director
|
|
Other
Directorships
Held
by
Director
|
Mitchell T.G.
Graye
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1955
|
|
Chairman, President &
Chief
Executive Officer
|
|
Since 2000
(as Director)
Since 2008
(as Chairman)
Since 2008
(as President
and Chief
Executive
Officer)
|
|
President and Chief Executive Officer,
Great-West Life & Annuity Insurance Company, Great-West Life & Annuity Insurance Company of New York, and GWL&A Financial, Inc.; President and Chief Executive Officer, U.S. Operations, The Great-West Life Assurance Company, The Canada
Life Assurance Company, Crown Life Insurance Company, and London Life Insurance Company
|
|
64
|
|
N/A
|
Charles P.
Nelson
8515 East
Orchard
Road,
Greenwood
|
|
Director
|
|
Since 2008
|
|
President, Retirement Services, Great-West
Life & Annuity Insurance Company and Great-West Life & Annuity Insurance Company of New York; Chairman and President, Advised Assets Group,
|
|
64
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
Village, CO
80111
1961
|
|
|
|
|
|
LLC, EMJAY Corporation,
and FASCore, LLC; Chairman, President and Chief Executive Officer, GWFS Equities, Inc.; Manager, Great-West Capital Management, LLC
|
|
|
|
|
Officers
|
Name,
Address,
and
Age
|
|
Position(s)
Held
with
Great-West
Funds
|
|
Term of
Office and
Length of
Time Served
|
|
Principal Occupation(s)
During Past 5
Years
|
|
Number
of Funds
in
Fund
Complex
Overseen
by
Director
|
|
Other
Directorships
Held
by
Director
|
|
|
|
|
|
|
Beverly A.
Byrne
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1955
|
|
Chief Legal Counsel &
Chief
Compliance Officer
|
|
Since 2004
(as
Chief
Compliance
Officer)
Since 2011
(as Chief
Legal
Counsel)
|
|
Chief Compliance Officer, Chief Legal Counsel, Financial
Services, Great-West Life & Annuity Insurance Company and Great-West Life & Annuity Insurance Company of New York; Chief Compliance Officer, U.S. Operations, The Great-West Life Assurance Company, The Canada Life Assurance Company, Crown
Life Insurance Company, and London Life Insurance Company; Secretary and Chief Compliance Officer, GWFS Equities, Inc.; Chief Compliance Officer, Advised Assets Group, LLC; Chief Legal Officer and Secretary, FASCore, LLC; Chief Legal Counsel &
Chief Compliance Officer, Great-West Capital Management, LLC; formerly, Secretary, Great-West Capital Management, LLC and Great-West Funds
|
|
N/A
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
John A.
Clouthier
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1967
|
|
Assistant
Treasurer
|
|
Since 2007
|
|
Director, Fund Administration, Great-West Life & Annuity Insurance Company;
Assistant Treasurer, Great-West Capital Management, LLC
|
|
N/A
|
|
N/A
|
Jill A.
Kerschen
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1975
|
|
Assistant
Treasurer
|
|
Since 2008
|
|
Senior Manager, Fund Financial & Tax Reporting, Great-West
Life & Annuity Insurance Company; Assistant Treasurer, Great-West Capital Management, LLC
|
|
N/A
|
|
N/A
|
Ryan L.
Logsdon
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1974
|
|
Assistant
Vice
President,
Counsel &
Secretary
|
|
Since 2010
|
|
Assistant Vice President
& Counsel, Great-West Life & Annuity Insurance Company; Assistant Vice President, Counsel & Secretary, Great-West Capital Management, LLC; formerly, Assistant Secretary, Great-West Capital
Management, LLC and Great-West Funds
|
|
N/A
|
|
N/A
|
Mary C.
Maiers
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
|
|
Chief
Financial
Officer &
Treasurer
|
|
Since 2008
(as Treasurer)
Since 2011
(as Chief
Financial
Officer)
|
|
Vice President, Investment Operations, Great-West Life & Annuity Insurance Company
and Great-West Life & Annuity Insurance Company of New York; Vice President and Treasurer, GWFS Equities, Inc. and Great-West Trust Company, LLC; Chief Financial
|
|
N/A
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
1967
|
|
|
|
|
|
Officer & Treasurer, Great-West Capital
Management, LLC; formerly Investment Operations Compliance Officer, Great-West Capital Management, LLC and Great-West Funds
|
|
|
|
|
David G.
McLeod
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1962
|
|
Managing
Director
|
|
Since 2012
|
|
Senior Vice President, Product Management, Great-West Life & Annuity Insurance
Company; Manager, Vice President and Managing Director, Advised Assets Group, LLC; Managing Director, Great-West Capital Management, LLC
|
|
N/A
|
|
N/A
|
Joel L.
Terwilliger
8515 East
Orchard
Road,
Greenwood
Village, CO
80111
1968
|
|
Assistant
Chief
Compliance
Officer
|
|
Since 2011
|
|
Managing Counsel, Great-West Life & Annuity Insurance Company; Secretary, Advised
Assets Group, LLC; Assistant Chief Compliance Officer, Great-West Capital Management, LLC
|
|
N/A
|
|
N/A
|
* A Director who is not an interested person of Great-West Funds (as defined in the Investment Company
Act of 1940, as amended) is referred to as an Independent Director.
** An Interested Director refers to a
Director who is an interested person of Great-West Funds (as defined in the Investment Company Act of 1940, as amended) by virtue of their affiliation with either Great-West Funds or Great-West Capital Management, LLC.
Additional information about Great-West Funds and its Directors is available in the Great-West Funds Statement of Additional Information
(SAI), which can be obtained free of charge upon request to: Secretary, Great-West Funds, Inc., 8525 East Orchard Road, Greenwood Village, Colorado 80111; (866) 831-7129. The SAI is also available on the Funds web site at
http://www.greatwestfunds.com
.
Availability of Quarterly Fund Schedule
Great-West Funds files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of
each fiscal year on Form N-Q. Great-West Funds Forms N-Q are available on the Commissions website at
http://www.sec.gov
, and may be reviewed and copied at the Commissions Public Reference Room in Washington, D.C. Information
on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
Availability of Proxy Voting Policies and Procedures
A description of the policies and procedures that Great-West Funds uses to determine how to vote proxies relating to portfolio
securities is available without charge, upon request, by calling 1-866-831-7129, and on the Securities and Exchange Commissions website at
http://www.sec.gov
.
Availability of Proxy Voting Record
Information regarding how Great-West Fundsvoted proxies
relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-866-831-7129, and on the Securities and Exchange Commissions website at
http://www.sec.gov
.