Peter M. Kelly

Chicago, IL

Peter M. Kelly
1316 Davis Street
Evanston, IL 60201
847-475-4755 (home)
312-961-64733 (cell)

Mr. Kelly is the Retired Deputy General Counsel and Chief Employee Benefits Counsel of Blue Cross and Blue Shield Association (BCBSA).

Mr. Kelly practiced employee benefits law exclusively since 1973, one year before ERISA. He left private practice to join of Blue Cross and Blue Shield Association as it Chief Employee Benefits Counsel in 2004, a position he held until his retirement on January 17, 2020.

Board/Committee Service. Mr. Kelly is a Charter Fellow of the American College of Employee Benefits Counsel (ACEBC) and served on its Board from its founding in 2000 through 2006. He is a Past Chair of the American Bar Association Joint Committee on Employee Benefits (JCEB) and will complete his 26th year as a JCEB Board member in mid-2020. In retirement, Mr. Kelly will continue to serve as co-chair of the JCEB’s annual Fiduciary Institute, a full day live program concentrating on ERISA fiduciary duties.

Mr. Kelly served on the Board of the Plan Sponsor Council of America (PSCA) for the past five years, including service during the deliberations leading to PSCA’s affiliation with the American Retirement Association. He helped to design test questions for the PSCA’s Plan Sponsor Professional certification (CPSP) program. Mr. Kelly served for 25 years on the U.S. Chamber of Commerce Employee Benefits Committee, including a term as its Chair. He chaired a variety of Committees of the American Bar Association Real Property, Trust and Estate Section and of the Chicago Bar Association. Mr. Kelly is an American Bar Foundation Life Fellow.

ERISA Fiduciary Governance Support. In addition to his work for BCBSA’s own benefit plans, Mr. Kelly has served as counsel to BCBSA’s National Employee Benefits Committee (the “NEBC”), to its Investment Subcommittee (ISC) and to BCBSA’s National Employee Benefits Administration (NEBA) Department. The NEBC was established in 1953 and serves as plan administrator and named fiduciary responsible for administrative and investment decisions for pension plans, 401(k) plans and disability plans throughout the Blue System with combined assets of $14 billion. With NEBA’s day-to-day assistance, the NEBC oversees 26 401(k) plans and 28 non-qualified plans covering 86,410 participants, 21 defined benefit plans covering 54,821 participants and a disability program covering 21,695 participants. The NEBC is unique among ERISA fiduciary committees in that half its members are CEOs of Blue Cross or Blue Shield Plans and the balance are CFOs or Senior HR executives with Blue Cross or Blue Shield Plans.

In his capacity as counsel to the NEBC, the ISC and NEBA, Mr. Kelly guided the development of sustainable practices and procedures that employ the fiduciary best practices he has learned and helped clients to develop and follow throughout his career. Independent assessments of those practices by outside legal counsel (McDermott, Will & Emery in 2013 and Winston & Strawn in 2019 ) found that “… the procedural prudence of … [NEBC and NEBA] processes and practices is, quite simply, exemplary.”

Other Governance Support. In addition to his service in an ERISA advisory capacity at BCBSA, Mr. Kelly has served in the past four years as counsel to the BCBSA Board’s Finance and Audit Committee (FAC) and served for two of those years as counsel to the FAC’s Cybersecurity Subcommittee.

Breadth of Experience. Mr. Kelly has drafted all types of employee benefit and executive compensation plans and assisted administrative, governance and investment deliberations regarding those plans. He has litigated employee benefits issues at the pre-trial, trial and appellate level, including as primary author and counsel of record of three Supreme Court briefs.

On behalf of clients Mr. Kelly obtained six individual prohibited transaction exemptions, including five that were precursors to the Plan Assets Regulation exempting Real Estate Operating Companies and less than 25 percent employee benefit funds from ERISA Plan Assets treatment, regulatory relief he was instrumental in obtaining in negotiations with the Department of Labor on behalf of the Real Estate Securities Syndication Institute.

Education, Teaching and Employee Benefits Public Advocacy. Mr. Kelly earned an AB degree, cum laude, from the University of Notre Dame in 1970, and a JD degree from the University of Indiana (Bloomington) School of Law in 1973. Mr. Kelly was awarded Order of the Coif and served as one of the editors of the Indiana Law Journal.

Mr. Kelly has written and spoken frequently, including testimony before legislative or agency panels on more than two dozen occasions. Mr. Kelly is a former Adjunct Professor of Loyola Law School where he taught a full semester ERISA course for nine semesters in the late 1970s and early 1980’s. On behalf of the ACEBC, he conducted full day training sessions for Internal Revenue Service agents during three IRS National Training Programs. Mr. Kelly received the “Hammer Award” from Vice President Gore’s Office of National Performance Review for “significant contributions” to “reinventing government," for his work on the Pension Benefit Guaranty Corporation’s Reportable Events negotiated rulemaking committee.

Post Retirement. After retirement in January of 2020, Mr. Kelly will be available to undertake independent fiduciary or advisory assignments.

PBGC Issues

IRC Issues

Fiduciary/Other Title I Issues

DC Plans