SUB-ADVISORY AGREEMENTSub-Advisory Agreement • February 27th, 2014 • Great-West Funds Inc • Colorado
This Sub-Advisory Agreement (this “Agreement”) is made this 5th day of December 2013 by and among Great-West Capital Management, LLC, a Colorado limited liability company and registered investment adviser under the Investment Advisers Act of 1940 (the “Adviser”), American Century Investment Management, Inc., a corporation organized under the laws of Delaware and registered investment adviser under the Investment Advisers Act of 1940 (the “Sub-adviser”) and Great-West Funds, Inc., a Maryland corporation and registered investment company under the Investment Company Act of 1940 (the “Fund”). This Agreement describes the arrangement whereby the Sub-adviser will act as an investment adviser to the portfolios of the Fund (the “Portfolios”) listed in Schedule A, attached hereto and commencing on the dates set forth therein, in conjunction with the Adviser, as follows:
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • February 27th, 2014 • Great-West Funds Inc • Maryland
THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made as of this 19th day of September 2013, by and among Great-West Funds, Inc., a Maryland corporation (the “Corporation”), on behalf of Great-West Ariel Mid Cap Value Fund (the “Acquiring Fund”), a separate series of the Corporation, and Great-West Ariel Small Cap Value Fund, a separate series of the Corporation (the “Acquired Fund,” together with the Acquiring Fund, each a “Fund” and collectively the “Funds”), and Great-West Capital Management, LLC (“GWCM”), investment adviser for the Funds (for purposes of section 10.2 of this Agreement only). The principal place of business of the Corporation is 8515 East Orchard Road, Greenwood Village, Colorado 80111.
