Understanding ERISA fiduciary duties
Many of the actions involved in operating an employee benefit plan make the person or entity performing them a fiduciary under ERISA. Using discretion in administering and managing a plan or controlling the plan’s assets makes that person a fiduciary to the extent of the person’s discretion or control. Thus, fiduciary status is based on the functions performed for the plan, not just a person’s job title.
Fiduciaries have important responsibilities and are subject to strict standards of conduct. These responsibilities include:
- Acting solely in the interest of plan participants and beneficiaries, not the interests of the employer or any service provider;
- Carrying out their duties prudently, with the care, skill and diligence that a prudent person familiar with such matters would use;
- Administering the plan in accordance with its governing documents, to the extent those documents are consistent with ERISA; and
- Ensuring that fees paid to carriers, administrators, brokers and other service providers are reasonable for the services actually delivered.
Because the duty of prudence focuses on process rather than results, the single most important thing a fiduciary can do to reduce risk is to build, follow and document a deliberate decision-making process. Prudent decision-making often requires expertise in a variety of areas, so a fiduciary who lacks that expertise will want to hire someone with professional knowledge to carry out those functions.
Why documentation matters
When a fiduciary decision is challenged, whether informally by a participant or formally through litigation or a Department of Labor inquiry, the central question is rarely whether the decision was perfect in hindsight. It is whether the fiduciary followed a prudent process at the time the decision was made.
A documented process, meeting minutes, vendor comparisons, fee benchmarking, and a clear record of who decided what and why allow a fiduciary to demonstrate that judgment was exercised responsibly. Absent that documentation, even a reasonable decision can be difficult to defend years later.
Building a documented fiduciary process
The following checklist organizes fiduciary process documentation into four practical categories. Together, these focus areas offer a starting point for demonstrating prudent governance of health and voluntary benefit plans.
I. Governance structure
Fiduciary committee formation
Identify plan fiduciaries by name and form a committee defining roles, authority and responsibilities.
Ongoing training and meetings
Schedule routine fiduciary training and committee meetings, with minutes recorded.
II. Plan compliance and design
ERISA safe harbor status
Confirm whether employer involvement in voluntary benefit offerings (such as selecting the insurer or endorsing the program) could cause an otherwise-exempt program to fall under ERISA.
Plan document review
Periodically review plan documents, SPDs and any SMMs for consistency with actual plan operations.
Claims procedures
Establish and document a reasonable claims process to ensure consistent benefit determinations.
Government disclosures
Ensure required filings, such as Form 5500s, are prepared and submitted on time.
Contribution timing
Maintain a documented schedule for depositing participant contributions in compliance with DOL standards.
III. Vendor oversight
Competitive vendor selection
Use a structured process to compare carriers, administrators and PBMs, benchmarking fees against market alternatives.
Service agreements and fee disclosure
Document the hiring process for service providers, including fee transparency and applicable disclosure obligations.
Ongoing monitoring
Establish a recurring process to review provider performance, fees and value after they are hired, rather than treating vendor selection as a one-time event.
IV. Risk mitigation
Fiduciary liability insurance
Confirm that fiduciary liability coverage is in place, extends to health and voluntary benefit programs, and is reviewed at each renewal.
ERISA fidelity bonding
If applicable, verify that fiduciaries and anyone handling plan funds are covered by a bond meeting ERISA’s requirements.
ERISA counsel
Consult experienced ERISA counsel periodically to confirm that fiduciary obligations are being met and to address open questions.