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REG - Phoenix Grp Hldgs - Phoenix Group Holdings - 2016 Annual Results <Origin Href="QuoteRef">PHNX.L</Origin> - Part 16

- Part 16: For the preceding part double click  ID:nRST8776Zo 

business of £38 million and £180 million was recognised upon the acquisitions of the AXA businesses and
Abbey Life respectively (see note H2). The £38 million arising upon the acquisition of the AXA businesses is analysed as
£116 million in respect of the value in-force of acquired unit-linked business and negative AVIF of £78 million arising in
respect of the acquired protection business. Further detail is provided in note H2. 
 
G7.3 Customer relationships 
 
The customer relationships intangible at 31 December 2016 relates to vesting pension premiums which captures the new
business arising from policies in-force at the acquisition date in September 2009, specifically top-ups made to existing
policies and annuities vested from matured pension policies. The total value of this customer relationship intangible at
acquisition was £297 million and has been allocated to the Phoenix Life segment. This intangible is being amortised over a
20 year period. 
 
The amortisation charge for customer relationships is presented separately in the consolidated income statement. 
 
No indicators of impairment were identified during the period and consequently no impairment test on this intangible has
been carried out. 
 
G7.4 Present value of future profits on non-participating business in the with-profit fund 
 
The principal assumptions used to calculate the present value of future profits are the same as those used in calculating
the insurance contract liabilities given in note F4.1. Revaluation of the present value of future profits is charged or
credited to the consolidated income statement as appropriate. 
 
G7.5 Brands 
 
The brand intangible of £20 million was recognised on acquisition of the AXA businesses and represents the value
attributable to the SunLife brand as at 1 November 2016. The intangible asset was valued on a 'multi-period excess
earnings' basis. 
 
The brand intangible is being amortised over a 10 year period. 
 
G8. Property, plant and equipment 
 
Owner-occupied property is stated at its revalued amount, being its fair value at the date of the revaluation less any
subsequent accumulated depreciation and impairment. Owner-occupied property is depreciated over its estimated useful life,
which is taken as 50 years. Land is not depreciated. Gains and losses on owner-occupied property are recognised in the
statement of consolidated comprehensive income. 
 
                            2016  2015  
                             £m    £m   
 Owner-occupied properties  25    19    
 
 
Owner-occupied properties have been valued by accredited independent valuers at 31 December 2016 on an open market basis in
accordance with the Royal Institution of Chartered Surveyors' requirements, which is deemed to equate to fair value. The
fair value measurements for the properties of £25 million have been categorised as Level 3 fair values based on the
non-observable inputs to the valuation technique used. 
 
The following table shows a reconciliation from the opening to the closing fair value for the Level 3 owner-occupied
properties at valuation: 
 
                                                           2016  
                                                            £m   
 At 1 January                                              19    
 On acquisition of AXA businesses (see note H2.1)          6     
 Depreciation recognised in consolidated income statement  -     
 Remeasurement recognised in other comprehensive income    -     
 At 31 December                                            25    
 Unrealised gains for the year                             -     
 
 
The fair value of the owner-occupied properties at valuation was derived using the investment method supported by
comparable evidence. The significant non-observable inputs used in the valuations are the expected rental values per square
foot and the capitalisation rates. 
 
The fair value of the owner-occupied properties valuation would increase (decrease) if the expected rental values per
square foot were to be higher (lower) and the capitalisation rates were to be lower (higher). 
 
G9. Investment property 
 
Investment property is stated at fair value. Fair value is the price that would be received to sell a property in an
orderly transaction between market participants at the measurement date. Gains and losses arising from the change in fair
value are recognised in the consolidated income statement. 
 
Leases, where a significant portion of the risks and rewards of ownership are retained by the lessor, are classified as
operating leases. Where investment property is leased out by the Group, rental income from these operating leases is
recognised as income in the consolidated income statement on a straight-line basis over the period of the lease. 
 
                                                                                   2016     2015   
                                                                                    £m       £m    
 At 1 January                                                                      1,942    1,858  
 On acquisition of Abbey Life (see note H2.2)                                      7        -      
 Additions                                                                         -        152    
 Improvements                                                                      23       19     
 Disposals                                                                         (44)     (227)  
 On loss of control of UKCPT (see note H3)                                         (1,308)  -      
 Gains on adjustments to fair value (recognised in consolidated income statement)  26       140    
 At 31 December                                                                    646      1,942  
 Unrealised gains on properties held at end of period                              27       120    
 
 
As at 31 December 2016, the property portfolio of £444 million is held by the life companies and is held in a mix of
commercial sectors. As at 31 December 2015, the portfolio consisted of a mix of commercial sectors, held by the life
companies, of £420 million, and by the UK Commercial Property Trust, of £1,312 million. The portfolio is spread
geographically throughout the UK. 
 
In February 2016, the Group assessed that it no longer controlled UKCPT and consequently deconsolidated this group of
subsidiaries effective from this date. As a result, the UKCPT property portfolio is no longer included within the Group
investment property portfolio as at 31 December 2016. 
 
Investment properties also include £202 million (2015: £210 million) of property reversions arising from sales of the NPI
Extra Income Plan (see note E5 for further details). 
 
Commercial investment property is measured at fair value by independent property valuers having appropriate recognised
professional qualifications and recent experiences in the location and category of the property being valued. The
valuations are carried out in accordance with the Royal Institute of Chartered Surveyors ('RICS') guidelines with expected
income and capitalisation rate as the key non-observable inputs. 
 
The residential property reversions, an interest in customers' properties which the Group will realise upon their death,
are valued using a DCF model based on the Group's proportion of the current open market value, and discounted for the
expected lifetime of the policyholder. The open market value is measured by independent local property surveyors having
appropriate recognised professional qualifications with reference to the condition of the property and local market
conditions. The individual properties are valued triennially and indexed using regional house price indices to the 31
December 2016. The discount rate is a risk-free rate appropriate for the duration of the asset, adjusted for liquidity and
mortality risk. Assumptions are also made in the valuation for future movements in property prices. The residential
property reversions have been substantially refinanced under the arrangements with Santander as described in note E5. 
 
The fair value measurement of the investment properties has been categorised as a Level 3 fair value based on the inputs to
the valuation techniques used. The following table shows the valuation techniques used in measuring the fair value of the
investment properties, the significant non-observable inputs used, the inter-relationship between the key non-observable
inputs and the fair value measurement of the investment properties: 
 
 Description                                               Valuation techniques                 Significant non-observable inputs  Range (weighted average)  
 Commercial Investment Property (held by life              RICS valuation                       Expected income per sq. ft.        £4.91 - £99.97 (£22.62)   
 companies)                                                                                                                                                  
 Capitalisation rate                                       4.72% - 9.96% (6.12%)                
 Residential Property Reversions (held by life companies)  DCF Model and RICS valuation         Mortality                          130% IFL92C15 - Female    
 130% IML92C15 - Male                                      
 Future growth in house prices                             5 year RPI estimate + 1% margin      
 Discount rates                                            5 year Gilt Spot Rate + 1.7% margin  
 
 
The estimated fair value of the commercial properties held by life companies would increase (decrease) if: 
 
-      the expected income were to be higher (lower); or 
 
-      the capitalisation rate were to be lower (higher). 
 
The fair value of the residential property reversions (held by life companies) would increase (decrease) if the market
value of the property were to be higher (lower) or the life expectancy of the policyholders were to increase (decrease).
The fair value is also sensitive to discount rate and house prices as follows: 
 
-      an increase of 1% in house price inflation would increase the fair value by £11 million (2015: £11 million); 
 
-      a decrease of 1% in house price inflation would decrease the fair value by £10 million (2015: £11 million); 
 
-      an increase of 1% in the discount rate would decrease the fair value by £10 million (2015: £10 million); 
 
-      a decrease of 1% in the discount rate would increase the fair value by £10 million (2015: £11 million). 
 
Direct operating expenses (offset against rental income in the consolidated income statement) in respect of investment
properties that generated rental income during the year amounted to £1 million (2015: £5 million). The direct operating
expenses arising from investment property that did not generate rental income during the year amounted to £2 million (2015:
£3 million). 
 
Future minimum lease rental receivables in respect of non-cancellable operating leases on investment properties were as
follows: 
 
                                               2016  2015          
                                                £m   (restated)*   
                                                      £m           
 Not later than 1 year                         21    21            
 Later than 1 year and not later than 5 years  57    56            
 Later than 5 years                            48    50            
 
 
* 2015 balances have been restated following a methodology change in valuation. 
 
G.10 Other receivables 
 
Other receivables are recognised when due and measured on initial recognition at the fair value of the amount receivable.
Subsequent to initial recognition, these receivables are measured at amortised cost using the effective interest rate
method. 
 
                                     2016  2015  
                                      £m    £m   
                                                 
 Investment broker balances          71    73    
 Cash collateral pledged             295   327   
 Other debtors                       147   74    
                                     513   474   
                                                 
 Amount recoverable after 12 months  -     -     
 
 
G11. Cash and cash equivalents 
 
Cash and cash equivalents comprise cash balances and short-term deposits with an original maturity term of three months or
less at the date of placement. Bank overdrafts that are repayable on demand and form an integral part of the Group's cash
management are deducted from cash and cash equivalents for the purpose of the statement of consolidated cash flows. 
 
                                                           2016   2015   
                                                            £m     £m    
                                                                         
 Bank and cash balances                                    1,073  773    
 Short-term deposits (including demand and time deposits)  593    3,167  
                                                           1,666  3,940  
 
 
All deposits are subject to fixed interest rates. The carrying amounts approximate to fair value at the period end. Cash
and cash equivalents in long-term business operations and collective investment schemes of £1,517 million (2015: £3,836
million) are primarily held for the benefit of policyholders and so are not generally available for use by the owners. 
 
H. Interests in subsidiaries and Associates 
 
H1. Subsidiaries 
 
Subsidiaries are consolidated from the date that effective control is obtained by the Group (see basis of consolidation in
note A1) and are excluded from consolidation from the date they cease to be subsidiary undertakings. For subsidiaries
disposed of during the year, any difference between the net proceeds, plus the fair value of any retained interest, and the
carrying amount of the subsidiary including non-controlling interests, is recognised in the consolidated income statement. 
 
The Group uses the acquisition method to account for the acquisition of subsidiaries. The cost of an acquisition is
measured at the fair value of the consideration. Any excess of the cost of acquisition over the fair value of the net
assets acquired is recognised as goodwill. Any excess of the fair value of the net assets acquired over the cost of
acquisition is recognised in the consolidated income statement. Directly attributable acquisition costs are included within
administrative expenses, except for acquisitions undertaken prior to 2010 when they are included within the cost of the
acquisition. Costs directly related to the issuing of debt or equity securities are included within the initial carrying
amount of debt or equity securities where these are not carried at fair value. Intra-group balances and income and expenses
arising from intra-group transactions are eliminated in preparing the consolidated financial statements. 
 
The Group has invested in a number of collective investment schemes such as Open-ended Investments Companies ('OEICs'),
unit trusts, Société d'Investissement à Capital Variable ('SICAVs') and private equity funds. These invest mainly in
equities, bonds, property and cash and cash equivalents. The Group's percentage ownership in these collective investment
schemes can fluctuate according to the level of Group and third party participation in structures. 
 
For such collective investment schemes, the following circumstances may indicate, in substance that the Group has power
over the investee: 
 
-      where the investee is managed by fund managers outside the Group, the Group has existing substantive rights (such as
power of veto and liquidation rights) that give it the ability to direct the current activities of the investee. In
assessing the Group's ability to direct 
 
-      an investee the Group considers its ability relative to other investors. 
 
-      the investee is managed by the Group's fund manager, and the Group holds a significant investment in the investee.
It is generally presumed that the Group has rights to variable returns and has the ability to use its power to affect its
returns where the Group's holding is greater than 50%. For holdings between 25% and 50% the Group performs an assessment of
power and associated control on a case-by-case basis. This assessment includes establishing the nature of the
decision-making rights that the fund manager has over the investee and whether these rights give it the power to control
the investee. 
 
Where Group companies are deemed to control such collective investment schemes they are consolidated in the Group financial
statements, with the interests of external third parties recognised as a liability, see the accounting policy for 'Net
asset value attributable to unitholders' in note E1. 
 
Certain of the collective investment schemes have non-coterminous period ends and are consolidated on the basis of
additional financial statements prepared to the period end. 
 
H1.1 Significant restrictions 
 
The ability of subsidiaries to transfer funds to the Group in the form of cash dividends or to repay loans and advances is
subject to local laws, regulations and solvency requirements. 
 
Each UK Life company and the Group must retain sufficient capital at all times to meet the regulatory capital requirements
mandated by or otherwise agreed with the PRA. Further information on the capital requirements applicable to Group entities
are set out in the Capital Management note (I4). Under UK company law, dividends can only be paid if a UK company has
distributable reserves sufficient to cover the dividend. 
 
In addition, contractual requirements may place restrictions on the transfer of funds as follows: 
 
-      the Pearl Pension Scheme funding agreement includes certain covenants which restrict the transfer of funds within
the Group. Details are provided in note G6. 
 
-      Abbey Life is required to make payments of contributions into charged accounts on behalf of the Abbey Life Staff
Pension Scheme. These amounts do not form part of the pension scheme assets and at 31 December 2016, Abbey Life held £37
million within fixed and variable rate income securities in respect of these charged accounts. Further details of when
these amounts may become payable to the pensions scheme are included in note G6. 
 
H2. ACquisitions and disposals 
 
H2.1 Acquisition of AXA businesses 
 
On 1 November 2016, the Group acquired 100% of the issued share capital of AXA Wealth Limited ('AWL'), AXA Wealth Services
Limited, AXA Sun Life Direct Limited, Winterthur Life UK Holdings Limited and AXA Trustee Services Limited from AXA UK plc
for a total cash consideration of £373 million. 
 
The AXA businesses comprise a pensions and investments business ('Embassy'), offering a range of propositions catering to
both individual and corporate requirements and SunLife, a leader in the over 50's protection sector. The Group has acquired
this group of companies to realise capital and cost synergies to be generated by leveraging the Group's existing operating
platform and outsourcing model. 
 
The table below summarises the fair value of the identifiable assets acquired and liabilities assumed as at the date of
acquisition: 
 
                                                                                            Note  Fair value  
                                                                                                   £m         
 Assets                                                                                                       
 Property, plant and equipment                                                              G8    6           
 Intangible assets:                                                                                           
 Acquired in-force business                                                                 G7    38          
 Brand name                                                                                 G7    20          
 Reinsurers' share of investment contracts without DPF                                            6,850       
 Other financial assets                                                                           5,945       
 Deferred tax assets                                                                              1           
 Cash                                                                                             40          
 Prepayments and accrued income                                                                   5           
 Other receivables                                                                                15          
 Total assets                                                                                     12,920      
                                                                                                              
 Liabilities                                                                                                  
 Liabilities under insurance contracts                                                      F1    (181)       
 Investment contracts without DPF                                                                 12,715      
 Payables related to direct insurance contracts                                                   9           
 Accruals and deferred income                                                                     7           
 Other payables                                                                                   7           
 Total liabilities                                                                                12,557      
                                                                                                              
 Fair value of net assets acquired                                                                363         
 Goodwill arising on acquisition                                                            G7    10          
                                                                                                              
 Purchase consideration transferred                                                               373         
                                                                                                              
 Analysis of cash flows on acquisition:                                                                       
 Net cash acquired with the subsidiaries (included in cash flow from investing activities)        40          
 Cash paid including transaction costs                                                            (383)       
 Net cash flow on acquisition                                                                     (343)       
 
 
Liabilities under insurance contracts 
 
The Group's accounting policy permits the recognition of negative policy values within insurance liabilities where
guaranteed surrender values do not apply. On acquisition, this results in the recognition of a negative reserve of £181
million in respect of the acquired protection business that is offset against liabilities under insurance contracts in the
consolidated statement of financial position. 
 
AVIF and other intangibles 
 
An asset of £38 million arises reflecting the present value of future profits associated with the acquired in-force
business. The £38 million asset comprises AVIF of £116 million in respect of acquired investment contracts without DPF and
negative AVIF of £78 million relating to the acquired insurance business. 
 
Under the Group's accounting policy (see note G7), AVIF arising on acquired insurance contracts is measured as the
difference between the fair value of contracted rights acquired and obligations assumed and the liability measured in
accordance with the Group's accounting policies for such contracts. 
 
The fair value of the acquired insurance contracts has been assessed as £103 million, which is lower than the value of the
negative reserves recognised in accordance with the Group's accounting policies of £181 million. This results in the
recognition of a negative AVIF of £78 million in the consolidated statement of financial position. 
 
The fair value of contractual rights acquired in respect of investment contracts without DPF has been assessed as £116
million and is recognised within AVIF. 
 
Deferred acquisition and origination costs of £237 million and deferred front end fees of £(69) million are derecognised on
acquisition, and are replaced by the recognised AVIF balance. 
 
A separately identifiable intangible asset of £20 million relating to the SunLife brand has been recognised in the
acquisition balance sheet. The brand has been valued using a multi-period excess earnings basis. The useful economic life
of the brand has been assessed as 10 years. Further details on this intangible asset are outlined in note G7. 
 
Tax 
 
The tax impact of the fair value adjustments recognised on acquisition has been reflected in the acquisition balance
sheet. 
 
Goodwill 
 
The residual goodwill of £10 million is not considered to be tax deductible and is considered to represent the value of the
workforce assumed and the potential for future value creation. 
 
Transaction costs 
 
Transaction costs of £12 million have been expensed and are included in administrative expenses in the consolidated income
statement. £10 million of these costs were paid during the period. 
 
H2.2 Acquisition of Abbey Life 
 
On 30 December 2016, the Group acquired 100% of the issued share capital of Abbey Life Assurance Company Limited, Abbey
Life Trustee Services Limited and Abbey Life Trust Securities Limited from Deutsche Holdings No.4 Ltd (a wholly owned
subsidiary of Deutsche Bank AG) for total cash consideration of £933 million. Abbey Life carries on long-term insurance
business and has been closed to new retail business since 2000. The acquisition of Abbey Life will benefit the Group by
increasing long-term cash generation and strengthening Group solvency. 
 
The table below summarises the fair value of the identifiable assets acquired and liabilities assured as at the date of
acquisition: 
 
                                                                                             Note  Fair value  
                                                                                                    £m         
 Assets                                                                                                        
 Investment property                                                                         G9    7           
 Intangible assets: Acquired in force business                                               G7    180         
 Reinsurers' share of insurance contract provisions                                                100         
 Other financial assets                                                                            11,462      
 Cash                                                                                              51          
 Prepayments and accrued income                                                                    52          
 Other receivables                                                                                 22          
 Total assets                                                                                      11,874      
                                                                                                               
 Liabilities                                                                                                   
 Pension scheme liabilities                                                                        87          
 Liabilities under insurance contracts                                                       F1    4,056       
 Unallocated surplus                                                                               6           
 Investment contracts without DPF                                                                  6,191       
 Other financial liabilities                                                                       392         
 Provisions                                                                                  G1    25          
 Deferred tax liabilities                                                                          46          
 Reinsurance payables                                                                              2           
 Payables related to direct insurance contracts                                                    103         
 Current tax payable                                                                               8           
 Accruals and deferred income                                                                      25          
 Other payables                                                                                    8           
 Total liabilities                                                                                 10,949      
                                                                                                               
 Fair value of net assets acquired                                                                 925         
                                                                                                               
 Goodwill arising on acquisition                                                             G7    8           
                                                                                                               
 Purchase consideration transferred                                                                933         
                                                                                                               
 Analysis of cash flows on acquisition:                                                                        
 Net cash acquired with the subsidiaries (included in cash flows from investing activities)        51          
 Cash paid including transaction costs                                                             (937)       
 Net cash flow on acquisition                                                                      (886)       
 
 
AVIF and other intangibles 
 
The AVIF of £180 million has been determined by reference to the fair value of the insurance contract liabilities and
contractual rights acquired in respect of investment contracts, and calculated in accordance with the Group's accounting
policy. Deferred acquisition costs of £74 million and deferred front end fees of £(71) million have been derecognised on
acquisition and replaced with the AVIF. 
 
Tax 
 
The tax impact of the fair value adjustments recognised on acquisition has been reflected in the acquisition balance
sheet. 
 
Goodwill 
 
The residual goodwill of £8 million is not considered to be tax deductible and is primarily attributed to synergies arising
from combining the operations with the rest of the Group. 
 
Transaction costs 
 
Transaction costs of £19 million have been expensed and are included in administrative expenses in the consolidated income
statement. £4 million of these costs were paid during the period. 
 
H2.3 Impact of acquisitions on results 
 
From the date of acquisition, the AXA group of companies contributed £209 million of total revenue, net of reinsurance
payable, and £8 million to profit before tax attributable to owners. Abbey Life did not contribute to either total revenue
or profit before tax attributable to owners. If the acquisition of the AXA businesses and Abbey Life had taken place at the
beginning of the year, total revenue, net of reinsurance payable, would have been £10,519 million and the loss before tax
attributable to owners would have been £110 million. 
 
H2.4 Disposal of Scottish Mutual International ('SMI') 
 
On 2 December 2015, the Group completed the sale of its entire interest in SMI for gross cash consideration of £14 million
following a pre-completion return of capital by SMI. The carrying value of the net assets transferred was £1 million which
excludes £11 million of recoverables under an intercompany reinsurance agreement that is eliminated on consolidation. 
 
                                                                         2015   
                                                                         £m     
 Cash consideration received (net of transaction costs)                  12     
 Less: Carrying value of net assets sold                                        
 Financial assets                                                        (181)  
 Cash and cash equivalents                                               (12)   
 Other receivables                                                       (1)    
 Liabilities under insurance contracts                                   169    
 Unallocated surplus                                                     20     
 Other liabilities                                                       4      
                                                                         (1)    
                                                                                
 Intercompany liabilities under insurance contracts assumed on disposal  (11)   
 Loss on sale (net of tax)                                               -      
 
 
H2.5 Castle Hill Credit Opportunities Holding Limited ('CHCOHL') 
 
During the second half of 2015, the Group completed the disposal of its entire investment in the Sterling (Class A) loan
notes of CHCOHL. No gain or loss arose on the disposal of the investment as the net assets of the structure were carried at
fair value in the consolidated financial statements. 
 
H3. Associates: Loss of control of investment in UK Commercial Property Trust Limited ('UKCPT') 
 
UKCPT is a property investment company which is domiciled in Guernsey and is admitted to the official list of the UK
Listing Authority and to trading on the London Stock Exchange. 
 
In February 2016, the Group reduced its holding in the issued share capital of UKCPT to 48.9%. The Group deems that it no
longer controls its investment in UKCPT as it no longer has a unilateral power of veto in general meetings and also because
the Group is restricted by the terms of the existing relationship agreement it has with UKCPT. Consequently, UKCPT has been
deconsolidated from the date of this loss of control. No gain or loss arose on this effective disposal. The Group's
investment in UKCPT is now treated as an associate and held at fair value. 
 
The Group's remaining interest in UKCPT continues to be held in the with-profit funds of the Group's life companies.
Therefore, the shareholder exposure to fair value movements in the Group's investment in UKCPT continues to be limited to
the impact of those movements on the shareholder share of distributed profits of the relevant fund. 
 
Net assets disposed of were as follows: 
 
                                                                   Carrying amount on the date of  
                                                                   loss of control                 
                                                                   £m                              
 Cash received                                                     2                               
 Fair value of associate retained                                  498                             
 Change in insurance contract liabilities                          64                              
 Less: Group's share of net assets on the date of loss of control                                  
 Investment property                                               (1,308)                         
 Collective investment schemes                                     (51)                            
 Other receivables                                                 (15)                            
 Cash and cash equivalents                                         (30)                            
 Borrowings                                                        248                             
 Derivative liabilities                                            3                               
 Other payables                                                    25                              
 Non-controlling interest                                          564                             
 Profit recognised on loss of control                              -                               
 
 
As at 31 December 2016 the Group held 47.9% (2015: 50.0%) of the issued share capital of UKCPT and the value of this
investment, measured at fair value, was £525 million. Summary financial information for UKCPT, showing the Group's share,
is shown below: 
 
                                2016   2015   
                                £m      £m    
 Non-current assets             608    683    
 Current assets                 61     17     
 Non-current liabilities        (120)  (124)  
 Current liabilities            (14)   (13)   
                                535    563    
                                              
 Revenue                        30     58     
 Profit before tax              19     46     
 Income tax                     3      -      
 Profit for the year after tax  22     46     
 
 
H4. Structured entities 
 
A structured entity is an entity that has been designed so that voting or similar rights are not the dominant factor in
deciding who controls the entity, such as when any voting rights relate to administrative tasks only, and the relevant
activities are directed by means of contractual arrangements. A structured entity often has some or all of the following
features or attributes: (a) restricted activities; (b) a narrow and well-defined objective, such as to provide investment
opportunities for investors by passing on risks and rewards associated with the assets of the structured entity to
investors; (c) insufficient equity to permit the structured entity to finance its activities without subordinated financial
support; and (d) financing in the form of multiple contractually linked instruments to investors that create concentrations
of credit or other risks (tranches). 
 
The Group has determined that all of its investments in collective investment schemes are structured entities. In addition,
the PGH EBT, a number of debt security structures, private equity funds and the Group's joint venture have been identified
as structured entities. The Group has assessed that it has interests in both consolidated and unconsolidated structured
entities as shown below: 
 
-      Unit trusts 
 
-      OEICs 
 
-      SICAVs 
 
-      Private Equity Funds ('PEFs') 
 
-      Asset backed securities 
 
-      Collateralised Debt Obligation ('CDOs') 
 
-      Other debt structures 
 
The Group's holdings in the above investments are subject to the terms and conditions of the respective fund's prospectus
and are susceptible to market price risk arising from uncertainties about future values. The Group holds redeemable shares
or units in each of the funds. The funds are managed by internal and external fund managers who apply various investment
strategies to accomplish their respective investment objectives. All of the funds are managed by fund managers who are
compensated by the respective funds for their services. Such compensation generally consists of an asset-based fee and a
performance-based incentive fee and is reflected in the valuation of each fund. 
 
H4.1 Interests in consolidated structured entities 
 
The Group has determined that where it has control over funds, these investments are consolidated structured entities. 
 
At 31 December 2016, the Group has granted further loans to the PGH EBT of £7 million (2015: £6 million). Further loans are
expected to be granted in 2017. Details of this loan are included in note 9 to the parent company financial statements. 
 
As at the reporting date the Group has no intention to provide financial or other support in relation to any consolidated
structured entity. 
 
H4.2 Interests in unconsolidated structured entities 
 
The Group has interests in unconsolidated structured entities. These investments are held as financial assets in the
Group's consolidated statement of financial position held at fair value through profit or loss. Any change in fair value is
included in the consolidated income statement in 'net investment income'. Dividend and interest income is received from
these investments. 
 
A summary of the Group's interest in unconsolidated structured entities is included below. These are shown according to the
financial asset categorisation in the consolidated statement of financial position and further analysed by type of fund in
which the entity is invested. 
 
                                                 2016                                 2015                  
                                                 Carrying value of financial assets   Carrying value        
                                                 £m                                   of financial assets   
                                                                                      £m                    
 Equities                                        288                                  217                   
 Collective investment schemes:                                                                             
 Directly held collective investment schemes¹:                                                              
 Equities                                        4,690                                728                   
 Bonds                                           3,436                                286                   
 Property                                        502                                  117                   
 Diversified                                     364                                  3                     
 Short term liquidity                            8,052                                1,932                 
 Indirectly held collective investment schemes²  1,388                                760                   
 Fixed and variable rate income securities:                                                                 
 CDOs                                            3                                    221                   
 Asset-backed securities                         617                                  669                   
                                                 19,340                               4,933                 
 
 
1      Directly held collective investment schemes refer to those structured entities directly invested in by Group
companies. Such investments have been analysed by reference to the predominant asset class the structure is investing in. 
 
2      Indirectly held collective investment schemes are those interests in structured entities that are held by collective
investment schemes over which it has been assessed that the Group exercises overall control and have been consolidated into
the financial statements. 
 
The Group's interest in unconsolidated structured entities has increased during the year as a result of the acquisitions
undertaken (see note H2) and the deconsolidation of the Ignis Liquidity Fund plc - Sterling Liquidity Fund due to loss of
effective control. 
 
The Group's maximum exposure to loss with regard to the interests presented above is the carrying amount of the Group's
investments. Once the Group has disposed of its shares or units in a fund, it ceases to be exposed to any risk from that
fund. The Group's holdings in the above unconsolidated structured entities are largely less than 50% and as such the size
of these structured entities are likely to be significantly higher than their carrying value. 
 
Details of commitments to subscribe to private equity funds and other unlisted assets are included in note I7. 
 
H5. Group entities 
 
The table below sets out the Group's subsidiaries (including collective investment schemes that have been consolidated
within the Group's financial statements), joint ventures, associates and significant holdings in undertakings (including
undertakings where holding amounts to 20% or more of the nominal value of the shares or units and they are not classified
as a subsidiary, joint venture or associate). 
 
                                                                                                                Registered address of incorporated entities  If unincorporated,                       Type of investment (including class of shares held)  % of shares/  
                                                                                                                                                             address of principal place of business                                                        units held    
 Subsidiaries:                                                                                                                                                                                                                                                           
 Phoenix Life Assurance Limited (life assurance company)                                                        Wythall1                                                                              Ordinary shares                                      100.00%       
 Phoenix Life Limited (life assurance company)                                                                  Wythall1                                                                              Ordinary shares                                      100.00%       
 AXA Wealth Limited (life assurance company)                                                                    Wythall1                                                                              Ordinary shares                                      100.00%       
 Abbey Life Assurance Company Limited (life assurance company)                                                  Wythall1                                                                              Ordinary shares                                      100.00%       
 AXA Wealth Services Limited (management services company)                                                      Wythall1                                                                              Ordinary shares                                      100.00%       
 AXA Sun Life Direct Limited (management services company)                                                      Wythall1                                                                              Ordinary shares                                      100.00%       
 AXA Trustee Services Limited (management services company)                                                     Wythall1                                                                              Ordinary shares                                      100.00%       
 Winterthur Life UK Holdings Limited (holding company)                                                          Wythall1                                                                              Ordinary shares                                      100.00%       
 Abbey Life Trustee Services Limited (life assurance company)                                                   Wythall1                                                                              Ordinary shares                                      100.00%       
 Abbey Life Trust Securities Limited (pension trustee company)                                                  Wythall1                                                                              Ordinary shares                                      100.00%       
 Impala Holdings Limited (holding company)                                                                      Wythall1                                                                              Ordinary shares                                      100.00%       
 Mutual Securitisation plc (finance company)                                                                    Republic of Ireland2                                                                  N/A                                                  N/A3          
 NP Life Holdings Limited (holding company)                                                                     Wythall1                                                                              Ordinary shares                                      100.00%       
 Opal Reassurance Limited (reassurance company)4                                                                Bermuda5                                                                              Ordinary shares                                      100.00%       
 PGH Capital plc (finance company)4                                                                             Republic of Ireland6                                                                  Ordinary shares                                      100.00%       
 PGH (LCA) Limited (finance company)4                                                                           Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (LCB) Limited (finance company)4                                                                           Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (LC1) Limited (finance company)                                                                            Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (LC2) Limited (finance company)                                                                            Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (MC1) Limited (finance company)                                                                            Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (MC2) Limited (finance company)                                                                            Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (TC1) Limited (holding company)4                                                                           Wythall1                                                                              Ordinary shares                                      100.00%       
 PGH (TC2) Limited (holding company)4                                                                           Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl Group Holdings (No. 1) Limited (finance company)                                                         London7                                                                               Ordinary shares                                      100.00%       
 Pearl Group Holdings (No. 2) Limited (holding company)                                                         Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl Life Holdings Limited (holding company)                                                                  Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl Group Services Limited (management services company)                                                     Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl Group Management Services Limited (management services company)                                          Wythall1                                                                              Ordinary shares                                      100.00%       
 Phoenix Life Holdings Limited (holding company)                                                                Wythall1                                                                              Ordinary shares                                      100.00%       
 PGMS (Ireland) Limited (management services company)                                                           Republic of Ireland8                                                                  Ordinary shares                                      100.00%       
 PA (GI) Limited (non-trading company)                                                                          Wythall1                                                                              Ordinary shares                                      100.00%       
 National Provident Life Limited (non-trading company)                                                          Wythall1                                                                              Ordinary shares                                      100.00%       
 Phoenix Customer Care Limited (financial services company)                                                     Wythall1                                                                              Ordinary shares                                      100.00%       
 Britannic Finance Limited (finance and insurance services company)                                             Wythall1                                                                              Ordinary shares                                      100.00%       
 Britannic Money Investment Services Limited (investment advice company)                                        Wythall1                                                                              Ordinary shares                                      100.00%       
 Phoenix Unit Trust Managers Limited (unit trust manager)                                                       Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl Customer Care Limited (financial services company)                                                       Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl Life Services Limited (property landlord)                                                                Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl (WP) Investments LLC (investment company)                                                                USA9                                                                                  Ordinary shares                                      100.00%       
 Phoenix SCP Limited (investment company)                                                                       Wythall1                                                                              Ordinary shares                                      100.00%       
 Scottish Mutual Assurance Limited (investment company)                                                         Glasgow10                                                                             Ordinary shares                                      100.00%       
 Impala Loan Company 1 Limited (investment company)                                                             Glasgow10                                                                             Ordinary shares                                      100.00%       
 SMA (Jersey) Limited (investment company)                                                                      Jersey11                                                                              Ordinary shares                                      100.00%       
 ILC1 (Jersey) Limited (investment company)                                                                     Jersey11                                                                              Ordinary shares                                      100.00%       
 PGH1 (Jersey) Limited (investment company)                                                                     Jersey11                                                                              Ordinary shares                                      100.00%       
 IH (Jersey) Limited (investment company)                                                                       Jersey11                                                                              Ordinary shares                                      100.00%       
 Pearl Assurance Group Holdings Limited (investment company)                                                    Wythall1                                                                              Ordinary shares                                      100.00%       
 PGMS (Ireland) Holdings (holding company)                                                                      Republic of Ireland8                                                                  Ordinary shares                                      100.00%       
 PGMS (Glasgow) Limited (investment company)                                                                    Glasgow10                                                                             Ordinary shares                                      100.00%       
 Phoenix SCP Pensions Trustees Limited (trustee company)                                                        Wythall1                                                                              Ordinary shares                                      100.00%       
 Phoenix SCP Trustees Limited (trustee company)                                                                 Wythall1                                                                              Ordinary shares                                      100.00%       
 PGS 2 Limited (investment company)                                                                             Wythall1                                                                              Ordinary shares                                      100.00%       
 Century Group Limited (investment company)                                                                     Wythall1                                                                              Ordinary shares                                      100.00%       
 Pearl RLH Limited (investment holding company)                                                                 

- More to follow, for following part double click  ID:nRST8776Zq

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