28.  Plaintiff brings this action on behalf of the Plan and as a class action pursuant to  Rule 23 of the Federal Rules of Civil Procedure.    29.  Plaintiff seeks to certify, and to be appointed as representative of, the following  class (“Class”):  All participants and beneficiaries of the Plan whose Plan accounts had a balance  in any of the Jackson National Funds at any time on or after March 29, 2011.  Excluded from the Class are Defendant, its directors, and any employees with  responsibility for the Pan’s investment or administrative functions.    32.  Class certification is also appropriate under Fed. R. Civ. P. 23(b)(1)(B) because  adjudications with respect to individual Plan participants, as a practical matter, would be  dispositive of the interests of other Plan participants or would substantially impair or impede  their ability to protect their interests. Any award of equitable relief by the Court such as removal  of particular Plan investments or removal of a Plan fiduciary would be dispositive of non-party  participants’ interests. The accounting and restoration of the property of the Plan that would be  required under 29 U.S.C. §§ 1109 and 1132 would be similarly dispositive of the interests of  other Plan participants.   33.  Class certification is also appropriate under Fed. R. Civ. P. 23(b)(3) because  questions of law and fact common to the Class predominate over any questions affecting only  individual Class members, and because a class action is superior to other available methods for  the fair and efficient adjudication of this litigation. Defendant’s conduct described in this  Complaint has applied uniformly to all members of the Class. Class members do not have an  interest in pursuing separate actions against Defendant, as the amount of each Class member’s  individual claims is relatively small compared to the expense and burden of individual  prosecution, and Plaintiffs are unaware of any similar claims brought against Defendants by any  Class members on an individual basis. Class certification also will obviate the need for unduly  duplicative litigation that might result in inconsistent judgments concerning Defendants’  practices. Moreover, management of this action as a class action will not present any likely  difficulties. In the interests of justice and judicial efficiency, it would be desirable to concentrate  the litigation of all Class members’ claims in a single forum.  34.  Plaintiff repeats and re-alleges each of the allegations in the foregoing paragraphs  as if fully set forth herein.   35.  29 U.S.C. § 1104 imposes fiduciary duties of prudence and loyalty on Defendant  in their administration of the Plan and in their selection and monitoring of Plan investments. At  all relevant times, the Benefit Committee and its members acted as fiduciaries within the  meaning of ERISA § 3(21)(A), 29 U.S.C.§ 1002(21)(A), by exercising authority and control with  respect to the management of the Plan and the Plan’s assets.   36.  As described throughout this Complaint, the Defendant breached its fiduciary  duties of prudence and loyalty with respect to the selection and management of the Plan’s  investment options by, their actions and omissions, in authorizing or causing the Plan to invest in  Jackson National Funds and purchase products and services from Jackson National affiliates, and  to pay investment management and other fees in connection therewith, to Jackson National  affiliates, put Jackson National’s financial interests ahead of the Plan’s interests. Thus, the  Defendant breached its duties of prudence and loyalty to the Plan under ERISA § 404(a)(1)(A),  (B), 29 U.S.C. § 1104(a)(1)(A), (B).   37.  As a direct and proximate result of these breaches of duty, the Plan, and indirectly  Plaintiff and the Plan’s other participants and beneficiaries, lost millions of dollars to Jackson  National fees and inferior returns on their retirement savings.   38.  Pursuant to ERISA § 502(a)(2), 29 U.S.C. § 1132(a)(2) and 29 U.S.C. § 1109(a),  the Defendant is liable to restore all losses suffered by the Plan caused by its breach of fiduciary  duties.  39.  Plaintiff repeats and realleges each of the allegations in the foregoing paragraphs  as if fully set forth herein.   40.  Defendant is an employer of participants of the Plan as defined by 29 U.S.C. §  1002(5).   41.  29 U.S.C. § 1103(c)(1) provides that the assets of an employee benefit plan “shall  never inure to the benefit of any employer and shall be held for the exclusive purposes of  providing benefits to participants in the plan and their beneficiaries.”   42.  The purpose of this provision “is to apply the law of trusts to discourage abuses  such as self-dealing, imprudent investment, and misappropriation of plan assets, by employers  and others.” Raymond B. Yates, M.D., P.C. Profit Sharing Plan v. Hendon, 541 U.S. 1, 23  (2004).   43.  Plan assets improperly inured to the benefit of the Defendant as a result of the  Plan’s investments in Jackson National Family mutual funds and the subsequent assessment of  investment management expenses against the accounts of Plan participants.   44.  Pursuant to 29 U.S.C. § 1132(a)(3), the Defendant should be required to disgorge  all Plan assets that have inured to them as a result of its self-dealing. These assets should be  restored to the Plan under principles of equitable restitution.   46.  Plaintiff repeats and realleges each of the allegations in the foregoing paragraphs  as if fully set forth herein.   47.  At all relevant times, the Defendant acted as a fiduciary within the meaning of  ERISA § 3(21)(A), 29 U.S.C.§ 1002(21)(A), by exercising authority and control with respect to  the management of the Plan and the Plan’s assets.   48.  The Defendant, by its actions and omissions in authorizing or causing the Plan to  invest in the Jackson National Funds and purchase Jackson National affiliated products and  services, including Jackson National Funds, and to pay, directly or indirectly, investment  management and other fees in connection therewith, caused the Plan to engage in transactions  that Defendant knew or should have known constituted sales or exchanges of property between  the  Plan and parties in interest, the furnishing of services by parties in interest to the Plan, and  transactions with fiduciaries in violation of §§ 406(a)(1)(A), (C), and 406(b), 29 U.S.C. §§  1106(a)(1)(A), (C), and 406(b).   49.  As a direct and proximate result of these prohibited transaction violations, the  Plan, directly or indirectly, paid millions of dollars in investment management and other fees to  the Defendant that were prohibited by ERISA and suffered millions of dollars in losses annually.   50.  Pursuant to ERISA § 502(a)(2), 29 U.S.C. § 1132(a)(2) and 29 U.S.C. § 1109(a),  the Defendant is liable to restore all losses suffered by the Plan as a result of the prohibited  transactions and all profits earned by the Defendant on the fees paid by the Plan to Defendant  and its affiliates.  Prohibited Transactions  29 U.S.C. § 1106  