Manulife Financial Corporation Annual Report manulife.com johnhancock.com Our mission: Our focus: Decisions made easier. Lives made better. Manulife Financial Corporation, which operates primarily as John Hancock in the United States, is a leading global financial services group providing relevant financial, insurance, and wealth and asset management advice and solutions for our individual, group, and institutional customers. In 2017, we set out our five key areas of focus, narrowing our priorities to those that will strongly position us to transform Manulife into a digital, customer-centric market leader, creating significant value for our customers, employees, and shareholders. 1. We are optimizing our portfolio to ensure we’re putting our capital to best use. 2. We are aggressively managing costs to be competitive and create value. 3. We are accelerating growth in our highest-potential businesses. 4. We are putting our customers first and leveraging technology to deliver on this promise. 5. We are building a high-performing team and culture. Our diverse range of products and services Investment capabilities Asia Public & private debt Public & private equity Real estate equity & debt Infrastructure debt & equity Renewable energy Timberland & farmland Oil & gas Asset allocation & solutions Liquid alternatives Liability driven investing Individual life insurance Individual living benefits insurance Creditor insurance Group life & health insurance Mutual funds Annuities Investment-linked products Individual retirement savings plans Education savings plans Group retirement savings plans Manulife by the numbers AUMA (C$ billions) $1 trillion Surpassed $1 trillion in AUMA in 2017. 935 977 1,040 599 691 2013 2014 2015 2016 2017 Core earnings (C$ billions) $4.6 billion Net income (C$ billions) $2.1 billion Total Company, WAM, and Asia core earnings up 14%, 28%, and 16% respectively from 2016. *Impacted by charges of $2.8 billion in 2017 related to U.S. Tax Reform and portfolio asset mix changes. 3.4 4.0 4.6 3.1 3.5 2.6 2.9 2.9 2.2 2.1* 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 Insurance sales (C$ billions) $4.7 billion 23% increase in insurance sales from 2016. Annual dividend 11% increase in 2017 82.0¢/sh 74.0¢/sh 3.4 4.0 4.7 52.0¢/sh 57.0¢/sh 66.5¢/sh 2.8 2.5 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 Note: growth in insurance sales, AUMA, WAM core earnings, and Asia core earnings are presented on a constant currency basis. Canada Individual life insurance Individual living benefits insurance Creditor insurance Group life, health & disability insurance Mutual funds Exchange traded funds Annuities Individual retirement savings plans Education savings plans Group retirement savings plans Travel insurance Private wealth management Mortgages & investment loans High-interest savings accounts & GICs U.S. Individual life insurance Mutual funds Exchange traded funds Annuities Education savings plans Group retirement savings plans Long-term care insurance 1 Putting our customers first We’re passionate about leveraging new technological innovations to delight our customers, making their health and wealth decisions easier and making their lives better. “ We will be bold and tenacious in our pursuit to improve the customer experience, making it our biggest competitive advantage.” Roy Gori President and Chief Executive Officer Members of our Hong Kong team, celebrating CustomerFirst Week 2 2017 Annual Report Apple Watch and Vitality Manulife on Amazon Alexa In the U.S. and Canada, Manulife Vitality and John Hancock Vitality customers can reward themselves for exercising and living a healthy lifestyle, with lower insurance premiums and an Apple Watch for as little as $17*. A first for the Canadian insurance industry, our group benefits plan members can now use the Manulife Benefits Skill with any Amazon Alexa-enabled device to inquire about key account information in a simple and conversational way. Twine, by John Hancock Twine, our first-ever direct-to-consumer advice product, allows couples to set and work towards their financial goals. Within two months of launching, Twine was listed as one of Apple’s “New Apps We Love” and featured as their App of the Day. Easier claims We’re the first Canadian insurer to give customers the choice of submitting all group claims, including disability, through online, mobile, or traditional channels. We also made life easier for our customers in China, enabling them to submit group benefits claims through WeChat. Delivering what matters Delighting customers Our 2017 year-end customer pulse Net Promoter Score (NPS) rose by 21 points in Canada, and we implemented NPS measures in seven Asian markets. By listening to our customers and understanding how they feel about our brand and products, we can act on their feedback to match and exceed their needs and expectations. ZOOM Exchange, an online learning and idea-sharing portal, and Customer ZOOM, a mobile app that empowers employees to make a difference, were launched in Canada. The app was downloaded over 1,100 times, enabling our employees to proactively resolve issues and fuel positive change for customers. Exceptional experience We launched Customer FIRST in Asia, a culture program aimed at transforming the Company to become more customer-centric. This program prompts employees to place a customer experience lens on all of our work and interactions. Simplified underwriting Across Asia and North America, we introduced new, less invasive approaches to underwriting that transform and simplify the way our customers purchase life insurance. * Initial payment does not include applicable taxes or upgrades which may include cellular models. Tax on initial payment is based on dollar value of Apple Watch. For Apple Watch Series 1 and Apple Watch Series 3 (GPS) an iPhone 5s or later with iOS 11 or later is required. For Apple Watch Series 3 (GPS + Cellular) an iPhone 6 or later with iOS 11 or later is required. 3 Commitment to our communities In addition to products and services designed to enhance our customers’ health and wealth, we’re contributing to the social, environmental, and economic well-being of the communities in which we live and work. In 2017, over 80,000 hours were volunteered at local charities by our employees and agents around the world. Some of our efforts included: United Way Through our annual United Way Campaign, employees, advisors, and retirees united across Canada and the U.S. to give back, raising a record-breaking $4.2 million in Canada and $790,000 in the U.S. for the well-being of our communities. Funds raised include donations, grassroots fundraising, and Manulife’s corporate match program. World Heart Federation In Asia, we partnered with the World Heart Federation and became the global partner of World Heart Day, the largest awareness- raising platform for heart health. More than 4,000 organizations downloaded campaign resources to support their events, and many more celebrated around the world. ParticipACTION 150 Boston Marathon To help celebrate Canada’s 150th anniversary in 2017, Manulife became a premier partner of the ParticipACTION 150 Play List, a list of 150 uniquely Canadian physical activities including skating, lacrosse, and cricket. The 150 Play List Tour travelled from coast to coast, making almost 100 stops and encouraging Canadians to get moving. And get moving they did, with over 2.4 million activities tracked through the ParticipACTION website. In 2017, John Hancock-sponsored runners at the Boston Marathon raised $12.3 million for community-based organizations. Over the span of our 33-year history sponsoring the Marathon, the official Boston Athletic Association (B.A.A.) Charity Program and John Hancock’s Non-Profit Program have raised more than $297 million. Beyond the money raised, this partnership personifies our focus on improving the physical, emotional, and financial fitness of our customers and employees. For more information on Manulife’s Corporate Citizenship, please visit www.manulife.com/Corporate-Citizenship Geoffrey Kirui 2017 Boston Marathon Winner 4 2017 Annual Report “Manulife's record-breaking support helps us make sure that every community, every neighbourhood, and every young person has the opportunities they need to build a good life. Together, we are focusing on the things that make our region great: a place where everyone belongs, where all hands are on deck for our community and our economy, and a place where poverty has no power.” Daniele Zanotti President and Chief Executive Officer United Way Toronto and York Region “Five years ago, I learned I had diabetes. I was determined to find out how to control it, and how to make it better. Vitality encouraged me to improve my health, with better knowledge about what food to eat and what exercise to do. My goal was to eat better and walk 15k steps per day, which I tracked on my Fitbit. Today, I’m pre-diabetic, and no longer in the diabetes category. Vitality helped me live a healthier life.” Gordon F., San Mateo, California A customer of John Hancock Vitality 5 Letter to shareholders from our Chairman of the Board, Richard B. DeWolfe “ I leave feeling pleased with our accomplishments, and with a sense of confidence that the best times for Manulife and John Hancock are ahead.” My fellow shareholders, “The journey to complete transformation runs through the province of succession.” In 2017, led by the Board of Directors and with the support of then-Chief Executive Officer, Donald Guloien, we undertook a one-year, enterprise-wide succession exercise which concluded that we had within the Company the exceptional management talent, which could and would allow a generational change in the leadership of Manulife and John Hancock. As Mr. Guloien himself expressed, carrying the baton into a digital and customer-centric future requires both fresh legs and fresh thinking. On September 30, 2017, Mr. Guloien retired as CEO, allowing for a seamless succession process. On behalf of the Board, I want to thank him for his contributions to the Company during his 36 years at Manulife. Thanks to his leadership during and after the financial crisis, the Company was able to grow its core earnings and continue its expansion in Asia and Wealth and Asset Management globally, in addition to starting to realign itself around our customers. 6 The decision to appoint Roy Gori as CEO, as well as a carefully selected Executive Leadership Team, means Manulife entered 2018 being led by an ambitious, enthusiastic and highly experienced management group with a serious commitment to meeting the challenges and seizing the opportunities ahead. This new team has a clear strategy anchored around driving digital, customer-centric transformation. Mr. Gori and his team are prioritizing execution and accountability, especially with respect to expenses, capital, risk, operational integrity and culture. All of these represent key elements to building a stronger foundation for future success. Performance While our financial statements and accompanying management discussion and analysis contain thousands of details, I want to highlight just a few key metrics. In reflecting on our 2017 financial performance, I would highlight the strength of our Company’s core earnings, which increased by 14%. These results were underpinned by an impressive operating performance of Manulife’s global franchise. In 2017, Manulife delivered $2.1 billion in net income attributed to shareholders, after the $2.8 billion non-cash charges related to U.S. Tax Reform and management’s decision to change the portfolio asset mix supporting our legacy businesses. And while these items created upfront charges, they are expected to be beneficial to Manulife going forward. Additionally, core return on common shareholders’ equity rose 1.2 percentage points to more than 11% in 2017, and we delivered a dividend increase of 11% and a one-year Total Shareholder Return of 13.3%. While we have seen improvements in most of our markets, the overall growth in Asia and the continued success in Wealth and Asset Management – our key growth drivers – was particularly impressive. I would be remiss if I did not recognize the strong performance of our more than 34,000 employees who represent the heart of our organization, and whose hard work and commitment kept our enterprise moving at an even greater pace in 2017. Many of these same individuals also volunteer their own time, talent and treasure in our name, making a difference in many communities around the world where we live and work. Governance I am pleased to report that our Board continued to build on the challenge and obligation of providing best-in-class corporate governance. Our 14 nominated independent Directors (43% women) attended nine Board meetings, 28 committee meetings, and 10 education sessions, while digesting thousands of pages of Board materials over hundreds of hours and scoring nearly perfect attendance. In 2017, we were recognized by The Globe and Mail as the leader in their annual corporate governance rankings and we received an Excellence in Governance award for our compensation disclosure and communication in last year’s proxy circular. We enhanced both our diversity and our skills matrix by adding Rona Ambrose as a new Director who is focused on environmental, social, and governance issues, and serves on the Risk Committee and the Management Resources and Compensation Committee. While we adopt comprehensive annual objectives, the Board maintained significant focus on “say on pay,” working to further strengthen the alignment between executive pay and actual performance while improving reporting transparency. Other governance objectives for which the Board provides oversight include, but are not limited to, enhanced internal audit practice, risk management, cybersecurity, culture, capital management and of course financial integrity including actuarial practice. Regulatory compliance and reporting continue to command significant attention requiring added staff and growing budgets. Over the course of the year, we conducted more than 30 individual shareholder engagement meetings seeking suggestions, advice, and any input; all of which were shared with the full Board and senior management. Lastly, as a further enhancement to shareholder rights, our Board adopted a policy for proxy access, which is detailed in our proxy circular and on our website. Farewell I began this letter focused on the needs and merits of succession. I will also close on that subject, as this is my last annual report. I have reached the limits of my term and tenure, and will be stepping down this year. Following an inclusive and robust process, long-time Director John Cassaday has been nominated as our next Board Chair, assuring a seamless leadership transition. I will present the gavel to Mr. Cassaday following our annual meeting on May 3, 2018. It has been my great privilege, challenge, and joy to have served as a Director and Chairman of Manulife’s Board over the past 14 years. I am especially grateful to have served with so many dedicated Board colleagues and am thankful for their advice, counsel, support and friendship. I leave feeling pleased with our accomplishments, and with a sense of confidence that the best times for Manulife and John Hancock are ahead and that our new leadership will meet and exceed the expectations of customers, clients, policyholders and you, our shareholders. Richard B. DeWolfe Chairman of the Board 7 Letter to shareholders from our President and Chief Executive Officer, Roy Gori “ We continued to innovate and use technology to delight our customers, make it easier to do business with us, reduce expenses, and prepare our franchise for the future.” Dear fellow shareholders, I am honoured and humbled to be writing to you for the first time as Manulife’s President and Chief Executive Officer. I could not be more excited to be leading our Company as we begin the next chapter of our history. We have an incredible foundation, and a great franchise with a 130-year track record as a trusted financial services provider. Our results in 2017 show that we continue to have strong momentum in our favour as we chart our course ahead. We delivered $4.6 billion in core earnings for the year, up 14%. Our net income attributed to shareholders was $2.1 billion, reflecting the impact of the charges related to our decision to change the portfolio asset mix supporting our legacy businesses, and the impact of U.S. Tax Reform. Our insurance sales rose 23% compared with 2016, and we delivered our eighth year of positive consecutive quarterly net flows in our Wealth and Asset Management businesses. Thanks to the trust and confidence of our more than 26 million customers around the world, our assets under management and administration rose 11% to more than $1 trillion. We continued to innovate and use technology to delight our customers, make it easier to do business with us, reduce expenses and prepare our franchise for the future. 8 The case for change As in prior years, our achievements in 2017 have been numerous, and there is much for us to take pride in as an organization. However, the world around us is changing fast. Customers have embraced technology, and they are armed with more information than ever before. As a result, their expectations are evolving and increasing quickly. At the same time, new, large and digital-first companies and agile startups have emerged as formidable competitors. Meanwhile, much of our industry still evokes adjectives like “slow,” “complicated,” “confusing,” and “impersonal” from customers. That’s just not good enough. Customers expect fast, easy, seamless and personalized service, whether they’re downloading music, buying groceries or shopping for life insurance and other financial services. We believe that if we can meet and exceed these expectations, we will drive significant, long-term shareholder value and stand out from the competition. To do that, we recognize that we will have to become an organization vastly different from the one we are today, because we know that what got us here will not sustain us tomorrow. We must embrace transformative change, and the time to do so is now. Our five priorities As we work to transform our Company into a digital, customer- obsessed market leader, we are focused on what matters most, and on developing the opportunities and overcoming the challenges ahead of us. This focus is reflected in our five strategic priorities: We are optimizing our portfolio to make sure we’re putting our capital to best use. We have a clear objective to improve returns in our legacy businesses, and in 2017 we appointed a new senior leader to more aggressively pursue this opportunity with stronger accountability and focus on in-force management, cost efficiencies and leveraging scale, as well as potential strategic opportunities for these businesses, where it makes sense. These important operations include our legacy annuity businesses, long-term care insurance and select long-duration, guaranteed insurance products. In December, we acted on this strategic priority by announcing portfolio asset mix changes supporting our North American legacy businesses which, over the next 12 to 18 months, are expected to free up $2 billion of capital. We are aggressively managing our costs to be competitive and create value. We are setting ambitious efficiency targets for the years ahead. We are looking at a wide variety of cost-reduction opportunities, from controlling discretionary spending to reducing the use of paper, simplifying our underwriting processes whenever possible and using predictive analytics to make better, more efficient decisions. Rather than worrying about constraints, we believe that in doing more with less, we will become creative in finding new solutions to old problems. We are accelerating growth in our highest-potential businesses. We will continue to invest to ensure we make the most of the significant opportunity they represent. Our Asia and Global Wealth and Asset Management operations are just two examples of how we’re executing on this priority. At present, two key demographic megatrends are helping drive rapid growth in these businesses. First, by 2025, Asia’s middle class is expected to double in size to 2.8 billion people, accounting for 60% of the world’s middle class. Asia’s household net wealth is also expected to double in the next 10 years. It’s clear that this large, affluent population wants and needs both insurance and wealth management products. Thanks to our history in the region, as well as the investments we continue to make in our Asia business, we are strongly positioned to serve them holistically. And second, the world’s population is aging quickly. Today, there are more than 900 million people aged 60 and over. By 2050, this number will rise to more than 2 billion. There are fewer working-age adults to care for their parents, and governments are also less inclined or able to offer guaranteed benefits. This is creating a massive gap, and putting the onus for planning and funding retirement on the individual. We already have a strong, global platform to help our customers achieve their wealth management and retirement goals, and we will continue to invest to ensure that we capture a significant share of this opportunity. We are focused on putting our customers first. Companies that delight their customers outgrow their competitors, and our industry is no different. We’re analyzing and acting on what our customers expect of us. We have offered wearable devices to help them live healthier lives, and get savings and other benefits through their life insurance program. We’re selling to, servicing and paying customers through social media. We’ve partnered with startups to help customers save money. And we use advanced analytics to eliminate or dramatically reduce the amount of medical testing our customers have to do before we issue a new life insurance policy. All of this is just the beginning as we realign Manulife and John Hancock around our customers. We are building a high-performing team and culture. The success of our transformation simply won’t be possible if we do not foster the right culture to execute it. We’re continuing to work to attract, develop, and retain the best talent wherever we do business, and to engage and excite our employees. To help our colleagues work more efficiently, we are reducing complexity and placing a greater emphasis on agility. That’s because, simply put, speed matters. We are confident that if we deliver on these five priorities, we will succeed in transforming our Company, delighting our customers, inspiring our employees and create significant shareholder value in the process. 9 How we will win How we achieve this bold ambition is just as important as the ambition itself. As we embark on this journey, we are asking our leaders to think big, be passionate, and to show tenacity. Inspiring leaders are those who can imagine a future vastly different from the present. They aren’t happy with simply delivering incremental growth – rather, they seek major change. That’s what we mean when we ask our leaders at Manulife and John Hancock to think big – we want to be unafraid to embrace the unknown and uncertain in the pursuit of something truly great, and to set ambitious goals as a regular way of doing business. Passion, energy and enthusiasm are contagious, and we’re doing everything we can to spread them across our operations. For us, there is a lot to be passionate about when you consider the privileged position we are in: millions of people trust us to help them make their financial decisions easier, and lives better. It’s hard not to get excited. Lastly, there’s no question we will have to navigate a significant amount of change in the months ahead, which will require a high degree of resilience and grit from everyone at the Company. In addition, there are external factors like historically low interest rates, evolving accounting and capital standards, technological disruption and a high degree of competition. It’s also true that there will be internal factors that challenge our pace, like legacy processes or a lack of resources or time. We will win by refusing to give up, and by steadfastly pushing for change. Thank you I would like to thank Donald Guloien, our recently retired President and Chief Executive Officer, whose leadership has helped place Manulife and John Hancock on strong footing. Donald led the Company through the financial crisis, grew its Asia and Global Wealth and Asset Management businesses, and set it on an early path towards greater focus on customers. I've enjoyed working closely with him, and wish him a happy retirement. I would also like to thank Richard DeWolfe, Chairman of the Board, who will retire in May 2018, having completed his term. Dick’s guidance, support and advice have been extremely valuable. I wish him all the best. Importantly, I would like to thank you, my fellow shareholders and customers, for the trust and confidence you continue to place in our Company and its people. I also want to thank all of our employees, whose commitment and hard work are critical to our success. We are confident we have the right plan and the right attitude to play a vital role in our customers’ lives, and to deliver on our strategic priorities and our commitment to driving significant, long-term shareholder value. 10 2017 Annual Report “ We are confident we have the right plan and the right attitude to play a vital role in our customers’ lives, and to deliver on our strategic priorities and our commitment to driving significant, long-term shareholder value.” Roy Gori President and Chief Executive Officer Manulife Financial Corporation Table of contents Annual Report 2017 13 108 113 183 185 185 186 187 189 Management’s discussion and analysis Consolidated financial statements Notes to consolidated financial statements Additional actuarial disclosures Board of Directors Executive leadership team Office listing Glossary of terms Shareholder information 11 Caution regarding forward-looking statements From time to time, Manulife Financial Corporation (“MFC”) makes written and/or oral forward-looking statements, including in this document. In addition, our representatives may make forward-looking statements orally to analysts, investors, the media and others. All such statements are made pursuant to the “safe harbour” provisions of Canadian provincial securities laws and the U.S. Private Securities Litigation Reform Act of 1995. The forward-looking statements in this document include, but are not limited to, statements with respect to the expected impact of our decision to reduce the allocation to alternative long-duration assets (“ALDA”) in our portfolio asset mix supporting our legacy business and of U.S. Tax Reform, and Manulife’s expected capital position under the new LICAT guideline and also relate to, among other things, our objectives, goals, strategies, intentions, plans, beliefs, expectations and estimates, and can generally be identified by the use of words such as “may”, “will”, “could”, “should”, “would”, “likely”, “suspect”, “outlook”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “plan”, “forecast”, “objective”, “seek”, “aim”, “continue”, “goal”, “restore”, “embark” and “endeavour” (or the negative thereof) and words and expressions of similar import, and include statements concerning possible or assumed future results. Although we believe that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed on such statements and they should not be interpreted as confirming market or analysts’ expectations in any way. Certain material factors or assumptions are applied in making forward-looking statements and actual results may differ materially from those expressed or implied in such statements. Important factors that could cause actual results to differ materially from expectations include but are not limited to: the final interpretation of U.S. Tax Reform by tax authorities, the amount of time required to reduce the allocation to ALDA in our asset mix and redeploy capital towards higher-return businesses, the specific type of ALDA we dispose of and the value realized from such dispositions; general business and economic conditions (including but not limited to the performance, volatility and correlation of equity markets, interest rates, credit and swap spreads, currency rates, investment losses and defaults, market liquidity and creditworthiness of guarantors, reinsurers and counterparties); changes in laws and regulations; changes in accounting standards applicable in any of the territories in which we operate; changes in regulatory capital requirements; our ability to execute strategic plans and changes to strategic plans; downgrades in our financial strength or credit ratings; our ability to maintain our reputation; impairments of goodwill or intangible assets or the establishment of provisions against future 12 2017 Annual Report tax assets; the accuracy of estimates relating to morbidity, mortality and policyholder behaviour; the accuracy of other estimates used in applying accounting policies, actuarial methods and embedded value methods; our ability to implement effective hedging strategies and unforeseen consequences arising from such strategies; our ability to source appropriate assets to back our long-dated liabilities; level of competition and consolidation; our ability to market and distribute products through current and future distribution channels; unforeseen liabilities or asset impairments arising from acquisitions and dispositions of businesses; the realization of losses arising from the sale of investments classified as available-for-sale; our liquidity, including the availability of financing to satisfy existing financial liabilities on expected maturity dates when required; obligations to pledge additional collateral; the availability of letters of credit to provide capital management flexibility; accuracy of information received from counterparties and the ability of counterparties to meet their obligations; the availability, affordability and adequacy of reinsurance; legal and regulatory proceedings, including tax audits, tax litigation or similar proceedings; our ability to adapt products and services to the changing market; our ability to attract and retain key executives, employees and agents; the appropriate use and interpretation of complex models or deficiencies in models used; political, legal, operational and other risks associated with our non-North American operations; acquisitions and our ability to complete acquisitions including the availability of equity and debt financing for this purpose; the disruption of or changes to key elements of Company or public infrastructure systems; environmental concerns; our ability to protect our intellectual property and exposure to claims of infringement; and our inability to withdraw cash from subsidiaries. Additional information about material risk factors that could cause actual results to differ materially from expectations and about material factors or assumptions applied in making forward-looking statements may be found in this document under “Risk Management,” “Risk Factors,” and “Critical Accounting and Actuarial Policies” and in the “Risk Management” note to the consolidated financial statements as well as elsewhere in our filings with Canadian and U.S. securities regulators. The forward-looking statements in this document are, unless otherwise indicated, stated as of the date hereof and are presented for the purpose of assisting investors and others in understanding our financial position and results of operations, our future operations, as well as our objectives and strategic priorities, and may not be appropriate for other purposes. We do not undertake to update any forward-looking statements, except as required by law. Management’s Discussion and Analysis 14 Overview 17 Financial Performance 24 Performance by Division 24 Asia Division 28 Canadian Division 31 U.S. Division 34 Corporate and Other 36 Investment Division 44 Performance by Business Line 47 Risk Management 65 Capital Management Framework 68 Critical Accounting and Actuarial Policies 80 Risk Factors 96 Controls and Procedures 97 Performance and Non-GAAP Measures 102 Additional Disclosures Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 13 Management’s Discussion and Analysis This Management’s Discussion and Analysis (“MD&A”) is current as of February 7, 2018. Overview Manulife Financial Corporation is a leading international financial services group that helps people achieve their dreams and aspirations by putting customers’ needs first and providing the right advice and solutions. We operate as John Hancock in the United States and Manulife elsewhere. We provide financial advice, insurance, as well as wealth and asset management solutions for individuals, groups and institutions. At the end of 2017, we had over 34,000 employees, 73,000 agents, and thousands of distribution partners, serving more than 26 million customers. At the end of 2017, we had $1.0 trillion in assets under management and administration, and during 2017, we made almost $27 billion in payments to our customers. Our principal operations are in Asia, Canada and the United States where we have served customers for more than 100 years. With our global headquarters in Toronto, Canada, we trade as ‘MFC’ on the Toronto, New York, and the Philippine stock exchanges and under ‘945’ in Hong Kong. In this document, the terms “Company”, “Manulife”, “we” and “our” mean Manulife Financial Corporation (“MFC”) and its subsidiaries. The term “MLI” means The Manufacturers Life Insurance Company and its subsidiaries. Manulife’s net income attributed to shareholders was $2.1 billion in 2017 compared with $2.9 billion in 2016. Net income attributed to shareholders is comprised of core earnings1 (consisting of items we believe reflect the underlying earnings capacity of the business), which amounted to $4.6 billion in 2017 compared with $4.0 billion in 2016, and items excluded from core earnings of $2.5 billion of net charges in 2017 compared with $1.1 billion of charges in 2016. Fully diluted earnings per common share was $0.98 in 2017, compared with $1.41 in 2016 and return on common shareholders’ equity (“ROE”) was 5.0% in 2017, compared with 7.3% for 2016. Fully diluted core earnings per common share1 was $2.22 in 2017 compared with $1.96 in 2016 and core return on shareholders’ equity (“core ROE”)1 was 11.3% in 2017 compared with 10.1% in 2016. Net income attributed to shareholders in 2017 included a $2.8 billion post-tax charge related to the previously announced impact of the U.S. Tax Cuts and Jobs Act (“U.S. Tax Reform”) and the decision to change the portfolio asset mix supporting our legacy businesses. Excluding these charges, net income attributed to shareholders increased $2.0 billion compared with 2016 primarily driven by growth in core earnings, the favourable direct impact of markets in 2017 compared with unfavourable impacts in 2016, and lower charges from changes in actuarial methods and assumptions. The $544 million increase in core earnings was driven by higher core investment gains, strong new business and in-force growth in Asia, higher fee income in our wealth and asset management businesses and a reduction in expected cost of macro hedges, partially offset by a $240 million provision in our Property and Casualty Reinsurance business in the third quarter of 2017 related to hurricanes, and the impact of changes in foreign currency exchange rates. Both years also included gains related to the release of provisions for uncertain tax positions. Core earnings in 2017 included net insurance and annuity policyholder experience charges of $164 million post-tax ($223 million pre-tax) compared with $162 million post-tax ($276 million pre-tax) in 2016. In the fourth quarter of 2017 (“4Q17”), U.S. Tax Reform was enacted, which among other things, lowered the U.S. federal corporate income tax rate from 35% to 21% and placed limits on the tax deductibility of reserves. The impact of these changes was a charge of approximately $1.8 billion, post-tax, with an expected ongoing benefit to net income attributed to shareholders and core earnings of approximately $240 million per year commencing in 2018.2 Also, in 4Q17, we recorded a $1 billion post-tax charge related to our decision to reduce the allocation to alternative long-duration assets (“ALDA”) in our portfolio asset mix supporting our North American legacy businesses. This is expected to reduce risk and lower volatility in our legacy businesses, and free up approximately $2 billion in capital over the next 12-18 months as the ALDA is sold. The decision is expected to negatively impact net income attributed to shareholders and core earnings in the short-term by approximately $70 million per year post-tax, until such time as the net $1 billion capital benefit is redeployed towards higher return businesses.2 Core earnings excludes the direct impact of changes in equity markets and interest rates and changes in actuarial methods and assumptions as well as a number of other items that are considered material and that we do not believe reflect the underlying earnings capacity of the business. Items excluded from core earnings are: For the years ended December 31, ($ millions) Investment-related experience outside of core earnings(1) Direct impact of equity markets and interest rates and variable annuity guarantee liabilities(2) Changes in actuarial methods and assumptions(3) Charge related to U.S. Tax Reform(4) Charge related to decision to change portfolio asset mix supporting our legacy businesses(5) Integration and acquisition costs(6) Other items(7) Total 2017 2016 2015 $ 167 209 (35) (1,777) (1,032) (70) 77 $ – $ (484) (453) – – (81) (74) (530) (93) (451) – – (149) (14) $ (2,461) $ (1,092) $ (1,237) 1 This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. 2 See “Caution regarding forward-looking statements” above. 14 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis (1) In accordance with our definition of core earnings, we include up to $400 million of net favourable investment-related experience reported in a single year, as core investment gains. (See “Performance and Non-GAAP Measures” below.) Items excluded from core earnings include net investment-related experience in excess of $400 million per annum or net unfavourable investment-related experience on a year-to-date basis. In 2017, we generated investment-related experience gains of $567 million, reflecting the favourable impact of fixed income reinvestment activities on the measurement of our policy liabilities and strong credit experience, partially offset by lower than expected returns (including changes in fair value) on ALDA. In 2016, we generated $197 million of core investment gains driven by the favourable impact of fixed income reinvestment activities on the measurement of our policy liabilities and credit experience partially offset by lower returns on our alternative long-duration portfolio. In 2015, we reported unfavourable experience of $530 million which included a charge of $876 million due to the sharp decline in oil and gas prices partially offset by a $346 million gain related to higher than expected returns on other asset classes as well as fixed income reinvestment activities. (2) The direct impact of equity markets and interest rates is relative to our policy liability valuation assumptions and includes changes to interest rate assumptions, as well as experience gains and losses on derivatives associated with our macro equity hedges. We also include gains and losses on the sale of available-for-sale (“AFS”) debt securities as management may have the ability to partially offset the direct impacts of changes in interest rates reported in the liability segments. Additional information related to the gain in 2017 and charges in 2016 and 2015 are included in the “Analysis of Net Income”. (3) As noted in the “Critical Accounting and Actuarial Policies” section below, a comprehensive review of actuarial methods and assumptions is performed annually. In the third quarter of 2017 we completed our annual review of actuarial methods and assumptions and increased policy liabilities as a result of reducing ALDA and equity return assumptions, and lapse and other policyholder experience assumptions. These charges were mostly offset by reserve releases for mortality and morbidity assumptions, model refinements and other items. (4) The 2017 charge of $1.8 billion related to the impact of U.S. tax legislation that was passed into law (“U.S. Tax Reform”), which lowered the U.S. corporate tax rate from 35% to 21% and placed limits on the tax deductibility of reserves. (5) The 2017 charge reflected a $1.0 billion post-tax charge related to our decision to reduce the allocation to ALDA in our portfolio asset mix supporting our North American legacy businesses. (6) The 2017 charge of $70 million included costs related to the integration of businesses acquired from Standard Chartered and Standard Life plc. The 2016 charge of $81 million also included costs related to the integration of New York Life’s (“NYL”) Retirement Plan Services business. The 2015 charge of $149 million included acquisition costs related to the latter two acquisitions. (7) The 2017 gain of $77 million included a gain resulting from an internal legal entity restructuring partially offset by a provision for a legal settlement, Thailand operations restructuring charges and early redemption costs on debt retirements. The 2016 charge of $74 million includes restructuring charges for our long-term care business in the U.S., our Indonesia operations and the closure of our technology shared service centre in Malaysia, partially offset by a gain with respect to one of the Company’s pension plans. The 2015 charge of $14 million primarily relates to the settlement cost from the buy-out of the U.K. pension plan. Insurance sales1 were $4.7 billion in 2017, an increase of 23%2 compared with 2016. In Asia, insurance sales increased 17% compared with 2016, driven by strong growth in Singapore, mainland China, Japan and Vietnam. In Canada, insurance sales increased 60% compared with 2016, as a more than doubling of group benefits sales (where large-case sales are inherently variable), was partially offset by lower retail sales from the impact of regulatory changes on prior year sales and pricing actions taken during the year. In the U.S., life insurance sales increased 11% from 2016 due to increased sales of term and universal life products. Wealth and Asset Management (“WAM”) net flows1 were $17.6 billion in 2017, compared with $15.3 billion in 2016. In 2017, we generated positive net flows in our WAM businesses across all divisions and in each of our business lines: retirement, retail and institutional asset management. This marked our 8th year of positive consecutive quarterly net flows. The increase compared with 2016 was primarily due to lower redemptions and higher sales in our retail and institutional asset management businesses in the U.S. and, to a lesser extent, our Hong Kong retirement business, partially offset by higher redemptions in our North American retirement businesses. WAM gross flows1 were $124.3 billion in 2017, an increase of 5% compared with 2016. The increase was mainly driven by strong sales across multiple asset classes and strategies in our retail businesses, increased sales of equity and fixed income products in U.S. institutional asset management, and strong growth in Hong Kong retirement. This was partially offset by fewer large mandates in institutional asset management in Canada and Japan. Other Wealth sales1 were $8.1 billion in 2017, in line with 2016. In 2017, Other Wealth sales in Asia increased 10% from 2016 driven by Hong Kong, reflecting the success of recently-launched customer solutions, partially offset by lower single premium sales in Japan. In Canada, Other Wealth sales declined 10% from 2016 due to pricing actions to de-emphasize certain products.3 Assets under management and administration1 (“AUMA”) were $1,040 billion as at December 31, 2017, an increase of 11% on a constant currency basis, compared with December 31, 2016, driven by favourable investment returns and continued customer net inflows. The Wealth and Asset Management portion of AUMA as at December 31, 2017 was $599 billion, an increase of $54 billion, or 14% on a constant currency basis, compared with December 31, 2016, driven by the same reasons. The Minimum Continuing Capital and Surplus Requirements (“MCCSR”) ratio for MLI was 224% as at December 31, 2017, compared with 230% at the end of 2016. The 6 percentage point decrease from December 31, 2016 was mainly due to the charges related to U.S. Tax Reform and portfolio asset mix changes in 4Q17. MFC’s financial leverage ratio was 30.3% at December 31, 2017 compared with 29.5% at the end of 2016. Our financial leverage increased from the prior year primarily due to the charges related to U.S. Tax Reform and portfolio asset mix changes. Solid core earnings in 2017 more than offset the unfavourable impacts of the strengthening of the Canadian dollar and financing activities. The operating divisions delivered $2.1 billion in remittances4 in 2017, compared with $1.8 billion in 2016. 1 This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. 2 Growth (declines) in sales, gross flows, premiums and deposits and assets under management and administration are stated on a constant currency basis. Constant currency basis is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. 3 The U.S. Division does not have any products for sale in this category. 4 Remittances are defined as the cash remitted or payable to the Corporate and Other segment from operating subsidiaries and excess capital generated by stand-alone Canadian operations. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 15 Strategic Highlights We are fully committed to the transformation of our business to position Manulife as a digital, customer-centric leader. We are confident that by delivering on our strategic priorities, we will succeed in delighting our customers, exciting and engaging our employees and creating substantial shareholder value. Our 5 strategic priorities are: Optimize our portfolio to ensure we are putting our capital to best use Aligned with our goal to improve the risk-return and cash generation profile of our lower-return legacy businesses1, which today consume a significant proportion of our capital, we have commenced and will continue to pursue a variety of organic options to optimize our portfolio, including more active management of claims and benefits, pricing actions, better expense management and investment strategy. We will also explore reinsurance and other actions, where it makes sense, and when in the best interest of shareholders. In September of 2017, we announced a new organizational structure, effective January 1, 2018, designed to bring stronger focus and enable us to more aggressively pursue these opportunities in our North American legacy businesses. On December 22, 2017, we announced a change in our portfolio asset mix for our legacy businesses that is expected to free up capital, reduce risk and lower volatility in our legacy businesses.2 Aggressively manage our costs to be competitive and create value For continued success in the quickly evolving market landscape, we need to be more efficient. We are setting ambitious efficiency targets for the years ahead, and are looking at a wide range of opportunities to simplify and digitize our processes and leverage scale to drive cost savings, positioning the Company for efficient growth. Accelerate growth in our highest-potential businesses We continue to focus our capital allocations to drive growth through our higher-return businesses, notably Asia and Global Wealth and Asset Management (“WAM”). In 2017, new business value in Asia grew by 25%, driven by our professional agency force and multiple partnerships with financial institutions across the region. We expect the organizational changes to our WAM businesses that took effect January 1, 2018, to create greater alignment and enable us to better leverage our global scale. As a result of these changes, Global WAM will be a separate reporting segment in 2018. Focus on putting our customers first Technology is transforming all our lives, changing customers’ expectations of how they would like to engage with us. Meeting our customers’ needs and their evolving preferences will require us to reimagine what we do and how we do it, so that we successfully invest in innovation and digitization to differentiate ourselves and provide excellent customer experiences. Highlights of digital and other initiatives to enhance customer experience in 2017 are outlined in the “Performance by Division – Strategic Highlights” sections below. Build a high-performing team and culture We are aligning our teams with the five key areas of focus and fostering the right culture to drive execution. We continue to work to attract, develop and retain the best talent, wherever we do business, and to engage and excite our employees to rally around our customers. To help our colleagues work more efficiently, we are reducing complexity and placing greater emphasis on agility and appropriate risk-taking. 1 Legacy business includes annuities, long-term care insurance and select long-duration, guaranteed insurance products. 2 See “Caution regarding forward-looking statements” above. 16 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Financial Performance As at and for the years ended December 31, ($ millions, unless otherwise stated) Net income attributed to shareholders Preferred share dividends Common shareholders’ net income Reconciliation of core earnings to net income attributed to shareholders: Core earnings(1) Investment-related experience outside of core earnings Core earnings and investment-related experience outside of core earnings Other items to reconcile core earnings to net income attributed to shareholders: Direct impact of equity markets and interest rates and variable annuity guarantee liabilities Changes in actuarial methods and assumptions Charge related to U.S. Tax Reform Charge related to decision to change portfolio asset mix supporting our legacy businesses Integration and acquisition costs Other items Net income attributed to shareholders Basic earnings per common share ($) Diluted earnings per common share ($) Diluted core earnings per common share ($)(1) Return on common shareholders’ equity (“ROE”) (%) Core ROE (%)(1) Sales(1) Insurance products Wealth and Asset Management gross flows(1) Wealth and Asset Management net flows(1) Other Wealth products Premiums and deposits(1) Insurance products Wealth and Asset Management products Other Wealth products Corporate and Other Assets under management and administration ($ billions)(1) Capital ($ billions)(1) MLI’s MCCSR ratio $ 2017 2,104 (159) $ 2016 2,929 (133) $ 2015 2,191 (116) $ 1,945 $ 2,796 $ 2,075 $ 4,565 167 $ 4,021 – $ 3,428 (530) $ 4,732 $ 4,021 $ 2,898 209 (35) (1,777) (1,032) (70) 77 2,104 0.98 0.98 2.22 5.0% 11.3% $ $ $ $ $ 4,704 $ 124,306 $ 17,605 8,058 $ $ 34,577 $ 124,306 6,769 $ 110 $ 1,040 $ 50.7 $ 224% (484) (453) – – (81) (74) $ $ $ $ 2,929 1.42 1.41 1.96 7.3% 10.1% $ 3,952 $ 120,450 $ 15,265 8,159 $ $ 33,594 $ 120,450 6,034 $ 87 $ 977 $ 50.2 $ 230% (93) (451) – – (149) (14) 2,191 1.06 1.05 1.68 5.8% 9.2% $ $ $ $ $ 3,380 $ 114,686 $ 34,387 7,494 $ $ 29,509 $ 114,686 6,718 $ 90 $ 935 $ 49.9 $ 223% (1) This item is a non-GAAP measure. For a discussion of our use of non-GAAP measures, see “Performance and Non-GAAP Measures” below. Analysis of Net Income Manulife’s full year 2017 net income attributed to shareholders was $2.1 billion compared with $2.9 billion for full year 2016. Net income attributed to shareholders is comprised of core earnings (consisting of items we believe reflect the underlying earnings capacity of the business), which amounted to $4.6 billion in 2017 compared with $4.0 billion in 2016, and items excluded from core earnings, which amounted to a net charge of $2.5 billion in 2017 compared with a net charge of $1.1 billion in 2016. Net income attributed to shareholders in 2017 included a $2.8 billion post-tax charge related to the previously announced impact of U.S. Tax Reform and the decision to change the portfolio asset mix supporting our legacy businesses. Excluding these charges, net income attributed to shareholders increased $2.0 billion compared with 2016 primarily driven by growth in core earnings, the favourable direct impact of markets in 2017 compared with unfavourable impacts in 2016, and lower charges from changes in actuarial methods and assumptions. The increase of $544 million in core earnings was driven by higher core investment gains, strong new business and in-force growth in Asia, higher fee income in our wealth and asset management businesses and a reduction in expected cost of macro hedges, partially offset by a $240 million provision in our P&C Reinsurance business in the third quarter of 2017 related to hurricanes, and the impact of changes in foreign currency exchange rates (on average, the Canadian dollar was stronger compared with the U.S. dollar during 2017). Both years also included gains related to the release of provisions of uncertain tax positions. Core earnings in 2017 included net insurance and annuity policyholder experience charges of $164 million post-tax ($223 million pre-tax) compared with $162 million post-tax ($276 million pre-tax) in 2016. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 17 The table below reconciles 2017, 2016 and 2015 net income attributed to shareholders to core earnings. For the years ended December 31, ($ millions) Core earnings(1) Asia Division Canadian Division U.S. Division Corporate and Other (excluding expected cost of macro hedges and core investment gains) Expected cost of macro hedges(2) Investment-related experience in core earnings(3) Total core earnings Investment-related experience outside of core earnings(3) Core earnings and investment-related experience outside of core earnings Changes in actuarial methods and assumptions(3) Direct impact of equity markets and interest rates and variable annuity guarantee liabilities(3) (see table below) Charge related to U.S. Tax Reform(3) Charge related to decision to change portfolio asset mix of our legacy businesses(3) Integration and acquisition costs(3) Other items(3) Net income attributed to shareholders 2017 2016 2015 $ 1,663 1,465 1,962 (868) (57) 400 $ 1,495 $ 1,234 1,252 1,466 (298) (226) – 1,384 1,615 (409) (261) 197 4,565 167 4,732 (35) 209 (1,777) (1,032) (70) 77 4,021 – 4,021 (453) (484) – – (81) (74) 3,428 (530) 2,898 (451) (93) – – (149) (14) $ 2,104 $ 2,929 $ 2,191 (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) Actual market performance differed from our valuation assumptions in 2017, which resulted in a macro hedge experience loss of $177 million. This loss is included in the direct impact of equity markets and interest rates and variable annuity guarantee liabilities below. (3) See “Overview – Items Excluded from Core earnings” above. We evaluate our divisions operating performance based on core earnings. ■ Asia core earnings were $1,663 million in 2017 compared with $1,495 million in 2016. Core earnings in 2017 increased $168 million or 16%, compared with 2016 after adjusting for the impact of changes in foreign currency exchange rates. The increase in core earnings was driven by double-digit growth in new business volumes and solid in-force business growth, partially offset by a charge related to policyholder experience in 2017 compared with a gain in 2016, and the non-recurrence of gains related to two separate reinsurance treaties in 2016. ■ Canada core earnings were $1,465 million in 2017 compared with $1,384 million in 2016. Core earnings in 2017 increased $81 million or 6% compared with 2016, reflecting higher fee income in our wealth and asset management businesses from higher average asset levels and a tax benefit primarily related to the release of provisions for uncertain tax positions. These items were partially offset by unfavourable policyholder experience, primarily due to higher claims in our group benefits long-term disability business. ■ U.S. core earnings were $1,962 million in 2017 compared with $1,615 million in 2016. Core earnings in 2017 increased $347 million or 21% compared with 2016 driven by improved policyholder experience in life and long-term care and policyholder experience gains in annuities. In addition, higher wealth and asset management earnings primarily from higher average assets, lower amortization of deferred acquisition costs on in-force variable annuity business and an improvement in policy-related items were partially offset by the non-recurrence of the release of provisions for uncertain tax positions in 2016. Improved policyholder experience losses in life and long-term care were due, in part to changes in actuarial methods and assumptions. ■ Corporate and Other core loss excluding the expected cost of macro hedges and core investment gains was $868 million in 2017 compared with $409 million in 2016. The $459 million increase in core loss consisted of the P&C provision relating to hurricanes Harvey, Irma and Maria, the non-recurrence of a release of provisions and interest on uncertain tax positions in 2016, higher strategic initiative expenses and higher interest costs, partially offset by higher realized gains on AFS equities. ■ The expected cost of macro hedges was $57 million in 2017 compared with $261 million in 2016, a decrease of $204 million due to the impact of favourable equity markets on variable annuity guarantee risks not covered by the dynamic hedging program and actions taken in late 2016 to reduce our equity risk. ■ Investment-related experience in core earnings in 2017 of $400 million reflected the favourable impact of fixed income reinvestment activities on the measurement of our policy liabilities and strong credit experience, partially offset by lower than expected returns (including changes in fair value) on ALDA. (See description of investment-related experience in “Performance and Non-GAAP Measures” below). Items excluded from core earnings amounted to net charges of $2.5 billion in 2017 and $1.1 billion in 2016. Additional information is included in the footnotes to the table in the “Overview” section above. 18 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis The net gain (loss) related to the direct impact of equity markets and interest rates and variable annuity guarantee liabilities in the table above is attributable to: For the years ended December 31, ($ millions) Direct impact of equity markets and variable annuity guarantee liabilities(1) Fixed income reinvestment rates assumed in the valuation of policy liabilities(2) Sale of AFS bonds and derivative positions in the Corporate and Other segment Risk reduction items(3) 2017 2016 2015 $ 533 (200) (41) (83) $ (364) $ (299) 201 5 – (335) 370 (155) Direct impact of equity markets and interest rates and variable annuity guarantee liabilities $ 209 $ (484) $ (93) (1) In 2017, the net gain of $533 million included a gain of $1,486 million from gross equity exposure, partially offset by charges of $892 million from dynamic hedging experience, and $61 million from macro hedge experience. In 2016, the net charge of $364 million included charges of $205 million from gross equity exposure, $120 million from macro hedge experience and $39 million from dynamic hedging experience. As at December 31, 2017, the net notional value of shorted equity futures contracts in our macro hedge program was $0.2 billion (2016 – $1.5 billion). (2) The $200 million charge in 2017 for fixed income reinvestment assumptions was driven by decreases in corporate spreads which resulted in a decline in the reinvestment yields on future fixed income purchases assumed in the measurement of policy liabilities and increases in swap spreads that resulted in a decrease in the fair value of our swaps. The $335 million charge in 2016 was largely driven by decreases in corporate spreads, partially offset by falling swap spreads. The $201 million gain in 2015 was due to a decrease in swap spreads partially offset by a decrease in risk-free rates. (3) In 2017, we expanded our dynamic hedging program in Japan. In 2016, the risk reduction actions included selling equity investments supporting our products with guarantee features and increasing the amount of interest rate hedges. The sale of equity investments resulted in a decrease in our underlying earnings sensitivity before hedging and also reduced the amount of hedging instruments used in the macro hedging program. Earnings per Common Share and Return on Common Shareholders’ Equity Fully diluted earnings per common share for 2017 was $0.98, compared with $1.41 in 2016. Return on common shareholders’ equity for 2017 was 5.0%, compared with 7.3% for 2016. Revenue Revenues includes (i) premiums received on life and health insurance policies and fixed annuity products, net of premiums ceded to reinsurers; (ii) investment income comprised of income earned on general fund assets, credit experience and realized gains and losses on assets held in the Corporate segment; (iii) fee and other income received for services provided; and (iv) realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities and on our macro hedging program. Premium equivalents from administrative services only (“ASO”), as well as deposits received by the Company on investment contracts such as segregated funds, mutual funds and managed funds are not included in revenue; however, the Company does receive fee income from these products, which is included in revenue. Fees generated from deposits and ASO premium and deposit equivalents are an important part of our business and as a result, revenue does not fully represent sales and other activity taking place during the respective periods. The premiums and deposits metric below includes these factors. For 2017, revenue before realized and unrealized losses was $52.6 billion, slightly higher than $52.2 billion in 2016. In 2017, the net realized and unrealized gains on assets supporting insurance and investment contract liabilities and on the macro hedging program were $5.7 billion, primarily driven by the decline in Canadian, U.S. and Hong Kong interest rates as well as higher equity markets. In 2016, the net realized and unrealized gains on assets supporting insurance and investment contract liabilities and on the macro hedging program were $1.1 billion, primarily driven by gains from the general decrease in U.S. interest rates and higher equity markets, partially offset by net losses on derivatives, including the macro equity hedging program, primarily related to the losses on interest rate swaps and treasury locks. See “Impact of Fair Value Accounting” below. Revenue For the years ended December 31, ($ millions) Gross premiums Premiums ceded to reinsurers(1) Net premiums Investment income Other revenue Total revenue before items noted below Realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities and on macro hedging program Total revenue 2017 $ 36,361 (8,151) 28,210 13,649 10,746 52,605 5,718 2016 2015 $ 36,659 (9,027) $ 32,020 (16,091) 27,632 13,390 11,181 52,203 15,929 11,465 10,098 37,492 1,134 (3,062) $ 58,323 $ 53,337 $ 34,430 (1) Premiums ceded to reinsurers in 2015 includes the $7,996 million impact of the assumption by NYL of our in-force participating life insurance closed block (“Closed Block”) reinsurance transaction. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 19 Premiums and Deposits Premiums and deposits1 is an additional measure of our top line growth, as it includes all customer cash inflows. Premiums and deposits for insurance products were $34.6 billion in 2017, an increase of $1.0 billion, or 5% on a constant currency basis compared with 2016. Premiums and deposits for Wealth and Asset Management products were $124.3 billion in 2017, an increase of $3.9 billion, or 5% on a constant currency basis over 2016. Premiums and deposits for Other Wealth products were $6.8 billion in 2017, an increase of $0.7 billion, or 14% on a constant currency basis, from 2016. Assets under Management and Administration (“AUMA”) AUMA1 as at December 31, 2017 were $1,040 billion, an increase of $63 billion, or 11% on a constant currency basis, compared with December 31, 2016, driven by favourable investment returns and continued customer net inflows. The Wealth and Asset Management portion of AUMA as at December 31, 2017 was $599 billion, an increase of $54 billion, or 14% on a constant currency basis, compared with December 31, 2016, driven by the same reasons. Assets under Management and Administration As at December 31, ($ millions) General fund Segregated funds net assets(1) Mutual funds, institutional asset management and other(1),(2) Total assets under management Other assets under administration 2017 2016 2015 $ 334,222 324,307 294,033 952,562 87,929 $ 321,869 315,177 257,576 894,622 82,433 $ 307,506 313,249 236,512 857,267 77,909 Total assets under management and administration $1,040,491 $ 977,055 $ 935,176 (1) Segregated fund assets, mutual fund assets and other funds are not available to satisfy the liabilities of the Company’s general fund. (2) Other funds represent pension funds, pooled funds, endowment funds and other institutional funds managed by the Company on behalf of others. Capital Total capital1 was $50.7 billion as at December 31, 2017 compared with $50.2 billion as at December 31, 2016, an increase of $0.5 billion. The increase from December 31, 2016 was primarily driven by net income attributed to shareholders net of dividends paid of $0.3 billion, net capital issuances of $1.3 billion (does not include the $0.6 billion of senior debt redeemed, as it is not in the definition of regulatory capital), and the favourable change in unrealized losses on AFS debt securities of $0.6 billion, partially offset by the unfavourable impact of foreign exchange rates of $2.0 billion. Impact of Fair Value Accounting Fair value accounting policies affect the measurement of both our assets and our liabilities. The difference between the reported amounts of our assets and liabilities determined as of the balance sheet date and the immediately preceding balance sheet date in accordance with the applicable mark-to-market accounting principles is reported as investment-related experience and the direct impact of equity markets and interest rates and variable annuity guarantees, each of which impacts net income (see “Analysis of Net Income” above). We reported $5.7 billion of net realized and unrealized gains in investment income in 2017 (2016 – gains of $1.1 billion). As outlined under “Critical Accounting and Actuarial Policies” below, net insurance contract liabilities under IFRS are determined using Canadian Asset Liability Method (“CALM”), as required by the Canadian Institute of Actuaries (“CIA”). The measurement of policy liabilities includes the estimated value of future policyholder benefits and settlement obligations to be paid over the term remaining on in-force policies, including the costs of servicing the policies, reduced by the future expected policy revenues and future expected investment income on assets supporting the policies. Investment returns are projected using the current asset portfolios and projected reinvestment strategies. Experience gains and losses are reported when current period activity differs from what was assumed in the policy liabilities at the beginning of the period. We classify gains and losses by assumption type. For example, current period investing activities that increase (decrease) the future expected investment income on assets supporting the policies will result in an investment- related experience gain (loss). See description of investment-related experience in “Performance and Non-GAAP Measures” below. Public Equity Risk and Interest Rate Risk At December 31, 2017, the impact of a 10% decline in equity markets was estimated to be a charge of $610 million and the impact of a 50 basis point decline in interest rates, across all durations and markets, on our earnings was estimated to be a charge of $200 million. See “Risk Management” and “Risk Factors” below. Impact of Foreign Exchange Rates We have worldwide operations, including in Canada, the United States and various countries in Asia, and generate revenues and incur expenses in local currencies in these jurisdictions, all of which are translated into Canadian dollars. The bulk of our exposure to foreign exchange rates is to movements in the U.S. dollar. 1 This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. 20 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Items impacting our Consolidated Statements of Income are translated to Canadian dollars using average exchange rates for the respective period. For items impacting our Consolidated Statements of Financial Position, period end rates are used for currency translation purpose. The following table provides the most relevant foreign exchange rates for 2017 and 2016. Exchange rate Average(1) U.S. dollar Japanese yen Hong Kong dollar Period end U.S. dollar Japanese yen Hong Kong dollar Quarterly Full Year 4Q17 3Q17 2Q17 1Q17 4Q16 2017 2016 1.2712 0.0113 0.1628 1.2528 1.3450 1.3238 1.3343 0.0113 0.0121 0.0117 0.0122 0.1603 0.1727 0.1706 0.1720 1.2980 0.0116 0.1666 1.3252 0.0122 0.1707 1.2545 0.0111 0.1605 1.2480 1.2977 1.3323 1.3426 0.0111 0.0116 0.0120 0.0115 0.1598 0.1662 0.1714 0.1732 1.2545 0.0111 0.1605 1.3426 0.0115 0.1732 (1) Average rates for the quarter are from Bank of Canada which are applied against Consolidated Statements of Income items for each period. Average rate for the full year is a 4-point average of the quarterly average rates. In general, our net income attributed to shareholders and core earnings benefit from a weakening Canadian dollar and are adversely affected by a strengthening Canadian dollar. Net income attributed to shareholders and core earnings from the Company’s foreign operations are translated to Canadian dollars. However, in a period of losses, the weakening of the Canadian dollar has the effect of increasing the losses. The relative impact of foreign exchange in any given period is driven by the movement of currency rates as well as the proportion of earnings generated in our foreign operations. Changes in foreign exchange rates, primarily due to the strengthening of the U.S. dollar compared with the Canadian dollar, decreased core earnings by $103 million in 2017 compared with 2016. The impact of foreign currency on items excluded from core earnings does not provide relevant information given the nature of these items. Fourth Quarter Financial Highlights For the quarters ended December 31, ($ millions, except per share amounts) Net income (loss) attributed to shareholders Core earnings(1),(2) (see next page for reconciliation) Diluted earnings (loss) per common share ($) Diluted core earnings per common share ($)(2) Return on common shareholders’ equity (annualized) Sales(2) Insurance products Wealth and Asset Management gross flows(2) Wealth and Asset Management net flows(2) Other Wealth products Premiums and deposits(2) Insurance products Wealth and Asset Management products Other Wealth products Corporate and Other 2017 2016 $ $ $ $ (1,606) 1,205 (0.83) 0.59 (17.1)% $ 63 $ $ 1,287 $ 0.01 $ $ 0.63 $ $ 0.3% 2015 246 859 0.11 0.42 2.3% 1,003 $ $ 32,919 3,718 $ 2,082 $ 8,619 $ $ 32,919 1,749 $ 20 $ $ 1,074 $ 1,027 $ 38,160 $ 31,089 $ 6,073 $ 8,748 $ 1,737 $ 2,109 $ 8,639 $ 7,759 $ 38,160 $ 31,089 $ 1,405 $ 1,963 26 $ $ 23 (1) Impact of currency movement on the fourth quarter of 2017 (“4Q17”) core earnings compared with the fourth quarter of 2016 (“4Q16”) was a $54 million unfavourable variance. (2) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. Manulife’s 4Q17 net income attributed to shareholders was a loss of $1,606 million compared with net income of $63 million in 4Q16. Net income attributed to shareholders is comprised of core earnings (consisting of items we believe reflect the underlying earnings capacity of the business), which amounted to $1,205 million in 4Q17 compared with $1,287 million in 4Q16, and items excluded from core earnings, which netted to charges of $2,811 million in 4Q17 compared with charges of $1,224 million in 4Q16 for a period-over-period increase in charges of $1,587 million. Net income attributed to shareholders in 4Q17 included a $2.8 billion post-tax charge related to the previously announced impact of U.S. Tax Reform and the decision to change the portfolio asset mix supporting our legacy businesses. The 4Q16 net income attributed to shareholders included a $1.2 billion charge related to the direct impact of markets. Excluding these items, 4Q17 net income attributed to shareholders decreased by $62 million compared with 4Q16. The $82 million decrease in core earnings was due to higher core investment gains reported in 4Q16 ($180 million in 4Q16 compared with $100 million in 4Q17) and a $142 million release of provisions related to uncertain tax positions reported in 4Q16. Partially offsetting these variances were strong growth in Asia and our wealth and asset management businesses, a reduction in equity hedging costs, and higher realized gains on AFS equity. Core earnings in 4Q17 included policyholder experience charges of $34 million post-tax ($42 million pre-tax) compared with $43 million post-tax ($65 million pre-tax) in 4Q16. See table below for details on items excluded from core earnings. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 21 Analysis of Net Income The table below reconciles net income attributed to shareholders to core earnings for the periods presented. For the quarters ended December 31, ($ millions) Core earnings(1) Asia Division Canadian Division U.S. Division Corporate and Other (excluding expected cost of macro hedges and core investment gains) Expected cost of macro hedges(2) Investment-related experience in core earnings Core earnings Investment-related experience outside of core earnings Core earnings and investment-related experience outside of core earnings Other items to reconcile core earnings to net income attributed to shareholders: Direct impact of equity markets and interest rates and variable annuity guarantee liabilities (see table below) Changes in actuarial methods and assumptions Charge related to U.S. Tax Reform Charge related to decision to change portfolio asset mix supporting our legacy businesses Integration and acquisition costs Other items excluded from core earnings Net income (loss) attributed to shareholders 4Q17 4Q16 $ 422 335 550 (192) (10) 100 1,205 18 1,223 (68) (33) (1,777) (1,032) (18) 99 $ 388 359 471 (75) (36) 180 1,287 – 1,287 (1,202) (10) – – (25) 13 $ (1,606) $ 63 (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) Actual market performance differed from our valuation assumptions in 4Q17, which resulted in a macro hedge experience loss of $31 million. This loss is included in the direct impact of equity markets and interest rates and variable annuity guarantee liabilities below. We evaluate our divisions operating performance based on core earnings. ■ ■ ■ In Asia, core earnings were $422 in 4Q17 million compared with $388 million in 4Q16. Core earnings in 4Q17 increased 15%, compared with 4Q16, after adjusting for the impact of changes in foreign currency exchange rates. The increase in core earnings was driven by growth in new business volumes and solid in-force business growth, partially offset by unfavourable policyholder experience. In Canada, core earnings were $335 million in 4Q17 compared with $359 million in 4Q16. Core earnings in 4Q17 decreased 7%, compared with 4Q16. The decrease in core earnings reflected unfavourable policyholder experience in retail insurance, the non- recurrence of prior year’s gains from a reinsurance recapture and a number of other smaller items, partially offset by higher fee income in our wealth and asset management businesses. In the U.S., core earnings were $550 million in 4Q17 compared with $471 million in 4Q16. Core earnings in 4Q17 increased 17%, compared with 4Q16, driven by higher wealth and asset management earnings primarily from higher average assets and an improvement in policyholder experience in Insurance. In addition, lower amortization of deferred acquisition costs on in-force variable annuity business and gains from policy-related items (compared to losses in 4Q16) were partially offset by the non- recurrence of the release of uncertain tax provisions in 4Q16. Insurance policyholder experience improved compared to 4Q16, reflecting an improvement in life policyholder experience partially offset by more unfavourable long-term care policyholder experience. The improvement in life policyholder experience was partially due to changes in mortality assumptions made as part of the 2017 annual review of actuarial methods and assumptions. ■ Corporate and Other core loss excluding expected cost of macro hedges and core investment gains was $192 million in 4Q17 compared with $75 million in 4Q16. The $117 million unfavourable variance in core earnings reflected the non- recurrence of a release of provisions and interest on uncertain tax positions in 4Q16. The remaining net unfavourable variance included higher strategic initiative expenses partially offset by lower expected macro hedging costs and higher realized gains on AFS equities. ■ The expected cost of macro hedges was $10 million in 4Q17 compared with $36 million in 4Q16, a decrease of $26 million. The ■ charges were lower in 4Q17 due to the improvement in markets. Investment-related experience was $118 million in 4Q17 compared with $180 million in 4Q16. The gains in 4Q17 reflected the favourable impact of fixed income reinvestment activities on the measurement of our policy liabilities and strong credit experience. The gains in 4Q16 reflected the favourable impact of fixed income reinvestment activities on the measurement of our policy liabilities. In 4Q17, $100 million was included in core earnings as core investment gains compared with $180 million in 4Q16. 22 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis The gain (charge) related to the direct impact of equity markets and interest rates and variable annuity guarantee liabilities in the table above is attributable to: For the years ended December 31, ($ millions) Direct impact of equity markets and variable annuity guarantee liabilities(1) Fixed income reinvestment rates assumed in the valuation of policy liabilities(2) Sale of AFS bonds and derivative positions in the Corporate and Other segment Direct impact of equity markets and interest rates and variable annuity guarantee liabilities 4Q17 $ 47 (155) 40 $ 4Q16 (213) (847) (142) $ (68) $ (1,202) (1) In 4Q17, gains of $370 million from gross equity exposure were partially offset by charges of $219 million from dynamic hedging experience, $83 million from the expansion of our dynamic hedging program in Japan as a risk reduction action, and $21 million from macro hedge experience, which resulted in a gain of $47 million. (2) The charge in 4Q17 for fixed income reinvestment assumptions was driven by increases in swap spreads and decreases in corporate spreads. Sales Insurance sales were $1.0 billion in 4Q17, a decrease of 3% compared with 4Q16. In Asia, insurance sales increased 7% from 4Q16, driven by strong growth in Singapore and Vietnam. In Canada, insurance sales declined 31% from 4Q16 as lower retail insurance sales reflected both 2017 pricing actions and higher prior year sales in advance of regulatory changes. In the U.S., life insurance sales increased by 8% from 4Q16 due to increased sales of term and universal life products, which were supported by the increasing popularity of our Vitality solution and several large-case variable universal life sales. Wealth and Asset Management net flows were $3.7 billion in 4Q17, a decrease of $2.4 billion compared with 4Q16. Positive net flows were generated across all divisions. The decrease compared with 4Q16 was primarily driven by lower net flows in institutional asset management due to a strong 4Q16 which benefited from three large mandates in Canada and Japan totaling $7.9 billion, and to a lesser extent, lower sales in mainland China in 4Q17. This was partially offset by a significantly lower redemption rate in U.S. retail, as well as higher net flows in U.S. institutional asset management and Canada retail. WAM gross flows were $32.9 billion in 4Q17, a decrease of 11% compared with 4Q16. The decrease was mainly due to fewer large institutional asset management mandates as noted above, as well as lower gross flows in mainland China in 4Q17. This was partially offset by strong growth in Canada retail and higher gross flows across all our retirement businesses, particularly in the U.S., where we delivered solid sales in the mid-market segment. Other Wealth sales were $2.1 billion in 4Q17, an increase of 25% compared with 4Q16. In 4Q17, Other Wealth sales in Asia increased 53% from 4Q16, driven by strong sales of recently-launched customer solutions in Hong Kong and strong growth in Japan. In Canada, Other Wealth sales declined 11% from 4Q16 due to pricing actions to de-emphasize certain product. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 23 Performance by Division Asia Division We are a leading provider of financial protection and wealth and asset management solutions in Asia, driven by a customer-centric strategy. Present in many of Asia’s largest and fastest growing economies, we have operations in Japan, Hong Kong, Macau, Singapore, mainland China, Taiwan, Indonesia, Vietnam, the Philippines, Malaysia, Cambodia and Thailand. We are strongly positioned to capitalize on the attractive underlying demographics of the region, underpinned by a rigorous focus on creating value for our customers, employees and shareholders. Our portfolio includes a broad array of financial protection products and services including life and health insurance and annuities. Our wealth and asset management offerings include mutual funds, retirement solutions and institutional asset management. We cater to the wealth and protection needs of individuals and corporate customers through a diversified multi-channel distribution network, including approximately 73,000 contracted agents, over 100 bancassurance partnerships and 1,000 independent agents, financial advisors and brokers. Our bank partnerships include a long-term, exclusive regional partnership with DBS in Singapore, Hong Kong, mainland China and Indonesia, which together with seven additional exclusive partnerships, gives us access to nearly 18 million active bank customers. Our activities in Asia are supported by a team of around 12,000 employees. In 2017, Asia Division contributed 28% of the Company’s total premiums and deposits and, as at December 31, 2017, accounted for 16% of the Company’s assets under management and administration. Financial Performance Asia Division reported net income attributed to shareholders of $1,849 million in 2017 compared with $1,141 million in 2016. Net income attributed to shareholders is comprised of core earnings, which was $1,663 million in 2017 compared with $1,495 million in 2016, and items excluded from core earnings, which amounted to a net gain of $186 million for 2017 compared with a net charge of $354 million in 2016. Expressed in U.S. dollars, the presentation currency of the division, net income attributed to shareholders was US$1,417 million in 2017 compared with US$863 million in 2016 and core earnings were US$1,283 million in 2017 compared with US$1,129 million in 2016. Items excluded from core earnings amounted to a net gain of US$134 million in 2017 compared with a net charge of US$266 million in 2016, primarily driven by the net change of US$328 million from the direct impact of equity markets and interest rates and variable annuity guarantee liabilities. (See details in the footnotes of the table below.) Core earnings in 2017 increased 16% compared with 2016 after adjusting for the impact of changes in foreign currency exchange rates. The increase in core earnings was driven by double-digit growth in new business volumes and solid in-force business growth, partially offset by a charge related to policyholder experience in 2017 compared with a gain in 2016, and the non-recurrence of gains related to two separate reinsurance treaties in 2016. The table below reconciles net income attributed to shareholders to core earnings for the Asia Division for 2017, 2016 and 2015. For the years ended December 31, ($ millions) Core earnings(1) Items to reconcile core earnings to net income attributed to shareholders: Direct impact of equity markets and interest rates and variable annuity guarantee liabilities(2) Investment-related experience related to fixed income trading, market value increases in excess of expected alternative assets investment returns, asset mix changes and credit experience Other items excluded from core earnings(3) Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 1,663 $ 1,495 $ 1,234 $ 1,283 $ 1,129 $ 963 14 (433) (174) 2 (326) (134) 241 (69) 91 (12) 25 20 186 (54) 69 (9) 20 16 Net income attributed to shareholders(1) $ 1,849 $ 1,141 $ 1,105 $ 1,417 $ 863 $ 865 (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) The direct impact of equity markets and interest rates is relative to our policy liability valuation assumptions and includes changes to interest rate assumptions. The net gain of $14 million in 2017 (2016 – net charge of $433 million) consisted of a $47 million gain (2016 – $24 million charge) related to variable annuities that are not dynamically hedged, a gain of $130 million (2016 – $80 million charge) on general fund equity investments supporting policy liabilities and on fee income, a $151 million charge (2016 – $259 million charge) related to fixed income reinvestment rates assumed in the valuation of policy liabilities and a $12 million charge (2016 – $70 million charge) related to variable annuity guarantee liabilities that are dynamically hedged. The amount of variable annuity guaranteed value that was dynamically hedged at the end of 2017 was 92% (2016 – 67%). Our variable annuity guarantee dynamic hedging strategy is not designed to completely offset the sensitivity of policy liabilities to all risks associated with the guarantees embedded in these products. (3) Other in 2017 includes the integration costs in relation to the acquisition of Standard Chartered’s MPF and Occupational and Retirement Schemes Ordinance businesses in Hong Kong in November 2016 and restructuring costs in Thailand. Other in 2016 includes the integration costs in relation to the acquisition of Standard Chartered’s MPF and Occupational and Retirement Schemes Ordinance businesses in Hong Kong in November 2016 and restructuring costs in Indonesia, partly offset by the impact of tax rate change on the deferred tax liabilities in Japan. 24 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Sales (all percentages quoted are on a constant currency basis) Insurance sales in 2017 were US$2.3 billion, an increase of 17% compared with 2016, driven by continued growth in most of the territories in which we operate. Sales in Japan of US$728 million were 19% higher than prior year driven by strong growth in our Corporate products and a new product launch. Hong Kong sales of US$466 million were at similar level of 2016 as higher sales from new product launches were offset by a reduction in sales to mainland Chinese visitors. Asia Other (excludes Japan and Hong Kong) sales of US$1,113 million increased 25% compared with 2016 reflecting strong double-digit growth in Singapore, mainland China, Vietnam and Cambodia, and continued growth in the Philippines, partially offset by lower sales in Indonesia and Thailand. Other Wealth sales in 2017 were US$4.0 billion, an increase of 10% compared with 2016. Other Wealth sales growth was mainly driven by Hong Kong reflecting the success of the recently launched customer solutions, partially offset by lower single premium sales through bancassurance channels in Japan. Annualized premium equivalent (“APE”)1 sales in 2017 were US$2,887 million, 18% higher than 2016 driven by double-digit growth in most territories. APE sales included insurance sales of US$2,307 million and other wealth APE sales of US$580 million, up 17% and 21%, respectively, from 2016. Japan APE sales in 2017 were US$1,102 million, an increase of 12% compared with 2016 as strong growth in our Corporate and foreign-currency denominated products was partially offset by lower single premium other wealth sales through bancassurance channels. Hong Kong APE sales in 2017 were US$584 million, an increase of 18% compared with 2016, benefiting from strong sales of our newly-launched customer solutions. Both our agency and bank channels experienced double-digit growth. Asia Other (excludes Japan and Hong Kong) APE sales in 2017 were US$1,201 million, an increase of 24% compared with 2016. We experienced double-digit growth in Singapore, mainland China, Vietnam and Cambodia, and continued growth in the Philippines, partially offset by lower sales in Indonesia and Thailand. Singapore and mainland China grew 29% and 48%, respectively, compared with 2016. Wealth and Asset Management (“WAM”) gross flows of US$21.5 billion in 2017 were US$1.9 billion or 11% higher than 2016, driven by strong retail flows from money market funds in mainland China, solid retail flows in Japan, Hong Kong, Singapore, Indonesia and Malaysia, and increased retirement flows in Hong Kong and Indonesia. These were partially offset by lower flows from institutional asset management. Japan WAM gross flows of US$526 million in 2017 doubled compared with 2016, driven by strong mutual fund sales, reflecting bank distribution channel expansion and continued success of existing fund solutions. Hong Kong WAM gross flows of US$3.9 billion in 2017 increased 48% compared with 2016, driven by growth in both retail and retirement distribution channels, including the successful Mandatory Provident Fund partnership with Standard Chartered Bank. Asia Other (excludes Japan and Hong Kong) WAM gross flows of US$12.5 billion in 2017 increased 23% compared with 2016, reflecting an increase in money market gross flows in mainland China, strong retail gross flows in Singapore, Indonesia and Malaysia, and strong retirement gross flows in Indonesia. Institutional asset management gross flows in 2017 of US$4.6 billion decreased 29% compared with 2016, due to the sale of a large mandate in Japan in 4Q16. Wealth and Asset Management net flows were US$5.1 billion in 2017, compared with of US$6.4 billion in 2016. The decline was driven by higher redemptions of money market funds in mainland China and the non-recurrence of a large institutional mandate sold in 2016. Sales(1) For the years ended December 31, ($ millions) Insurance sales Other wealth sales Annualized premium equivalent (“APE”) sales Wealth and asset management gross flows Wealth and asset management net flows Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 2,995 5,150 3,747 27,801 6,573 $ 2,651 4,940 3,305 25,970 8,372 $ 1,930 3,885 2,354 22,247 7,949 $ 2,307 3,975 2,887 21,490 5,097 $ 2,002 3,726 2,498 19,610 6,365 $ 1,507 3,022 1,836 17,373 6,213 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) has been reported in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 wealth and asset management gross flows and wealth and asset management net flows have been restated to reflect the inclusion of MAM in the Division’s results. 1 Annualized premium equivalent (“APE”) sales is a metric commonly used in Asia and is comprised of Insurance sales plus 100% of regular premiums/ deposits and 10% of single premiums/ deposits for other wealth products. APE is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 25 Revenue Total revenue in 2017 of US$16.6 billion increased US$2.0 billion compared with 2016, of which $1.4 billion related to a net increase in realized and unrealized investment gains, primarily due to the impact of the decline in interest rates. Revenue before net realized and unrealized investment gains increased US$0.7 billion compared with 2016, and included an increase in net premium income of US$0.4 billion, primarily driven by the strong growth of new business premiums that augmented the stable growth of in-force business, partly offset by a decline in single premium sales in Japan. Revenue For the years ended December 31, ($ millions) Net premium income Investment income Other revenue Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 15,713 2,029 1,739 $ 15,585 1,853 1,566 $ 11,495 1,519 1,434 $ 12,117 1,564 1,339 $ 11,757 1,400 1,185 $ 8,953 1,188 1,121 Revenue before net realized and unrealized investment gains and losses Net realized and unrealized investment gains and losses 19,481 2,051 19,004 290 14,448 (446) 15,020 1,569 14,342 204 11,262 (365) Total revenue $ 21,532 $ 19,294 $ 14,002 $ 16,589 $ 14,546 $ 10,897 Premium and Deposits (all percentages quoted are on a constant currency basis) Premium and deposits for 2017 were US$36.3 billion, an increase of 11% compared with 2016. Premiums and deposits for insurance products in 2017 were US$10.9 billion, an increase of 13% compared with 2016, driven by strong sales growth and recurring premium growth from in-force business. Wealth and Asset Management premiums and deposits in 2017 were US$21.5 billion, an increase of 11%, compared with 2016, driven by strong retail flows from money market funds in mainland China, solid retail flows in Japan, Hong Kong, Singapore, Indonesia and Malaysia, and increased retirement flows in Hong Kong and Indonesia. These were partially offset by lower flows from institutional asset management. Other Wealth premiums and deposits in 2017 were US$4.0 billion, 11% higher than 2016, driven by the success of new product launches partially offset by lower sales through bancassurance channels in Japan. Premiums and Deposits(1) For the years ended December 31, ($ millions) Insurance products Wealth and asset management products Other wealth products Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 14,097 27,801 5,141 $ 12,947 25,970 4,883 $ 9,431 22,247 3,875 $ 10,875 21,490 3,968 $ 9,771 19,610 3,683 $ 7,356 17,374 3,015 Total premiums and deposits $ 47,039 $ 43,800 $ 35,553 $ 36,333 $ 33,064 $ 27,745 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 premiums and deposits have been restated to reflect the inclusion of MAM in the Division’s results. Assets under Management Asia Division assets under management were US$129.9 billion as at December 31, 2017, an increase of 20% compared with December 31, 2016, driven by net customer inflows of US$13.3 billion and by market growth during 2017. Assets under Management(1) As at December 31, ($ millions) General fund Segregated funds Mutual and other funds Institutional asset management Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 73,856 25,921 36,063 27,096 $ 63,370 $ 54,237 24,385 26,482 17,772 24,644 29,593 23,600 $ 58,869 20,652 28,743 21,597 $ 47,188 18,341 22,042 17,577 $ 39,184 17,612 19,133 12,840 Total assets under management $ 162,936 $ 141,207 $ 122,876 $ 129,861 $ 105,148 $ 88,769 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 assets under management have been restated to reflect the inclusion of MAM in the Division’s results. 26 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Strategic Highlights Asia continues to be a core driver of growth for Manulife, supported by a clear strategy, a focus on execution, a strong team and compelling economic backdrop. We aim to create extraordinary interactions with customers through our multi-channel platform and integrated life, health, wealth and retirement solutions. Customers engage with Manulife through our professional agency force, high-quality partnerships, multiple digital platforms and independent advisors. In 2017, we made progress on expanding our distribution reach, accelerating our growth, driving scale and cost efficiencies and enhancing customer experience. We expanded our distribution reach by: ■ building on our strengths in bancassurance, we entered into two new 15-year exclusive partnerships – with Techcombank in Vietnam and ABA Bank in Cambodia – that together provide access to over 1.5 million prospective customers and more than 300 branches; leveraging our existing partnerships and agency force to enhance distribution of mutual funds and investment-linked solutions to our customers; and ■ ■ adding a number of managing general agencies to our existing network and launching a digital platform to support retirement planning in Japan. In 2017, we rolled out a number of key initiatives to accelerate our growth. These initiatives included: ■ engaging with our customers through our award-winning ManulifeMOVE wellness program that rewards customers for living active ■ lifestyles, which has been further enhanced through our strategic partnership with Apple; launching our partnership with NBA China as the Official Life Insurance Partner of NBA 5v5 to accelerate our health and wellness agenda; ■ strengthening our market position as the largest Hong Kong Mandatory Provident Fund (“MPF”) scheme sponsor1, through the integration of our 15-year exclusive MPF distribution partnership with Standard Chartered Bank, combined with continued organic growth; ■ obtaining the first Investment Company Wholly Foreign-Owned Enterprise licence in mainland China; ■ becoming one of six domestic managers to obtain a Funds of Funds (“FOF”) licence in mainland China, with the first FOF launched in the fourth quarter and distributed primarily through Bank of China; ■ signing a memorandum of understanding with Agricultural Bank of China to explore business opportunities in furthering our objective of delivering retirement solutions in mainland China; ■ completing two additional equity raises for our Singapore-listed U.S. real estate investment trust (“REIT”); and ■ establishing a trust company in the Philippines, which extends our offerings to include wealth and asset management solutions. In 2017, we also showed encouraging progress to enhance our customer experience and to drive cost efficiency by taking the following actions: ■ enhancing digital financial planning and electronic point-of-sales tools to support our distribution channels and advisors to deliver ■ holistic product offerings and help build long-lasting customer relationships; implementing process automation technology including auto-underwriting, straight-through processing and eClaims to improve customer experience and increase efficiency; and ■ restructuring our Thailand operations to become the pilot location for digital sales and closing all its non-digital new business channels. 1 Source: Mercer MPF Report as at September 29, 2017 [to be updated to end of December 2017 position once information is available]. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 27 Canadian Division Serving one in three adult Canadians, we are a leading financial services organization in Canada. We offer a diverse range of financial protection, wealth and asset management and banking solutions through a diversified multi-channel distribution network, supported by a team of almost 9,500 employees. The comprehensive solutions we offer target a broad range of customer needs and foster holistic long-lasting relationships. We offer financial protection solutions to middle- and upper-income individuals, families, and business owners through a combination of competitive products, professional advice and quality customer service. Products include universal life, term life, whole life, living benefits and fixed and variable annuities. We also provide group life, health and disability insurance solutions to Canadian employers; more than 21,000 Canadian businesses and organizations entrust their employee benefit programs to Manulife’s Group Benefits. Life, health and specialty products, such as travel insurance, are also offered through partnerships, sponsor groups and associations, as well as direct-to-customer marketing. Our wealth and asset management offerings include mutual funds, exchange traded funds, retirement solutions and institutional asset management. Our retail customer base spans the investor spectrum, from those just starting to build their financial portfolio to individuals and families with complex retirement and estate planning needs. We provide personalized investment management, private banking and estate solutions to affluent clients. We provide Group Retirement solutions to more than 10,000 Canadian employers, through defined contribution plans, deferred profit sharing plans, non-registered savings plans and employee share ownership plans. Through Manulife Asset Management, we also provide asset management solutions to institutional clients, covering a range of asset classes. Manulife Bank offers flexible debt and cash flow management solutions as part of a customer’s overall financial plan. Products include savings and chequing accounts, GICs, lines of credit, investment loans, mortgages and other specialized lending programs, offered through financial advisors supported by a broad distribution network. In 2017, Canadian Division contributed 22% of the Company’s total premiums and deposits and, as at December 31, 2017, accounted for 26% of the Company’s assets under management and administration. Financial Performance Canadian Division’s full year 2017 net income attributed to shareholders was $757 million compared with $1,486 million in 2016, core earnings were $1,465 million in 2017 compared with $1,384 million in 2016. Items excluded from core earnings amounted to a net charge of $708 million in 2017 and included a $343 million charge related to the decision to change the portfolio asset mix supporting our legacy businesses. Other items excluded from core earnings netted to a charge of $365 million compared with a net gain of $102 million in 2016, and are outlined in the table below. Core earnings increased $81 million or 6% compared with 2016, reflecting higher fee income in our wealth and asset management businesses from higher average asset levels and a tax benefit primarily related to the release of provisions for uncertain tax positions. These items were partially offset by unfavourable policyholder experience, primarily due to higher claims in our group benefits long term disability business. The table below reconciles net income attributed to shareholders to core earnings for the Canadian Division for 2017, 2016 and 2015. For the years ended December 31, ($ millions) Core earnings(1) Items to reconcile core earnings to net income attributed to shareholders: Investment-related experience related to fixed income trading, market value increases in excess of expected alternative assets investment returns, asset mix changes and credit experience Direct impact of equity markets and interest rates and variable annuity guarantee liabilities(2) Net impact of acquisitions and divestitures Charge related to decision to change portfolio asset mix supporting our legacy businesses Other items excluded from core earnings Net income attributed to shareholders 2017 2016 2015 $ 1,465 $ 1,384 $ 1,252 (98) (227) (40) (343) – (114) 270 (54) (391) (283) (59) – (39) $ 757 $ 1,486 $ 480 (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) The direct impact of equity markets and interest rates is relative to our policy liability valuation assumptions and includes changes to interest rate assumptions. The gain of $227 million in 2017 (2016 – $270 million charge) consisted of a $35 million gain (2016 – $97 million gain) on general fund equity investments supporting policy liabilities, a $210 million charge (2016 – $277 million gain) related to fixed income reinvestment rates assumed in the valuation of policy liabilities, a $1 million gain (2016 – $nil) related to unhedged variable annuities and a $53 million charge (2016 – $104 million charge) related to variable annuity guarantee liabilities that are dynamically hedged. The amount of variable annuity guaranteed value that was dynamically hedged at the end of 2017 was 81% (2016 – 85%). Our variable annuity guarantee dynamic hedging strategy is not designed to completely offset the sensitivity of policy liabilities to all risks associated with the guarantees embedded in these products. Sales Insurance sales were $1,106 million in 2017, an increase of $413 million compared with 2016, driven by large-case sales in our group benefits business. This was partially offset by lower retail insurance sales due to pricing actions in 2017 and higher prior year sales in advance of regulatory changes. Retail insurance sales in 2017 of $168 million decreased 29% compared with 2016, reflecting pricing actions in 2017 and higher universal life sales in 2016 in anticipation of regulatory changes that took effect in the first quarter of 2017. 28 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Institutional Markets sales in 2017 of $938 million increased $480 million compared with 2016, driven by strong sales across all segments in our group benefits business, especially in the large-case segment, where large-case sales are inherently variable. Wealth and Asset Management gross flows in 2017 were $23.2 billion, a decrease of $1.5 billion or 6% compared with 2016, driven by lower gross flows in institutional asset management, partially offset by strong gross flows in retail. Retail gross flows of $11.3 billion in 2017 increased 15% compared with 2016, driven by strong sales across equity and balanced asset classes. Retirement gross flows of $7.1 billion in 2017 decreased 2% compared with 2016, mainly due to several large-case sales made in 2016 partially offset by growth in recurring contributions. Institutional asset management gross flows were $4.8 billion, a decrease of 37% compared with 2016 which benefited from the funding of two large mandates totaling $4.2 billion. Wealth and Asset Management net flows in 2017 were $3.1 billion, down from $8.4 billion in 2016 driven by a few large redemptions in retirement and institutional asset management and lower gross flows as mentioned above. Other Wealth sales declined due to actions to de-emphasize fixed and higher risk segregated fund product sales. Other wealth sales in 2017 were $2.9 billion, a decrease of 10% compared with 2016. Segregated fund product1 sales in 2017 were $2.4 billion, a decrease of 4% compared with 2016 for the same reasons noted above. We are focused on growth in lower risk segregated fund products and delivered a 28% increase in sales for such products from $1,273 million in 2016 to $1,625 million or 28% in 2017. Fixed product sales in 2017 were $511 million, a decrease of 29% compared with 2016 for the same reasons noted above. Manulife Bank net lending assets were $20.4 billion as at December 31, 2017, up $1.0 billion or 5% from December 31, 2016. Manulife Bank new lending volumes in 2017 were $4.4 billion, an increase of 35% compared with 2016, driven by actions to broaden our distribution channels. Sales(1) For the years ended December 31, ($ millions) Retail markets Institutional markets Insurance products Wealth and asset management gross flows Wealth and asset management net flows Other wealth products $ 2017 168 938 $ 1,106 $ 23,168 3,095 2,908 2016 235 458 693 $ $ $ 24,657 8,358 3,219 2015 181 644 825 $ $ $ 27,793 13,271 3,609 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 wealth and asset management gross flows and wealth and asset management net flows have been restated to reflect the inclusion of MAM in the Division’s results. Revenue Revenue of $12.9 billion in 2017 increased $0.2 billion from $12.7 billion in 2016. Revenue before net realized and unrealized gains and losses of $12.3 billion in 2017 decreased $0.1 billion from $12.4 billion in 2016 due to lower premium income. Other income was $3.5 billion, in line with 2016. Revenue As at December 31, ($ millions) Net premium income Investment income Other revenue Revenue before net realized and unrealized gains (losses) Net realized and unrealized gains (losses)(1) Total revenue (1) See “Financial Performance – Impact of Fair Value Accounting” above. 2017 2016 2015 $ 4,765 3,968 3,517 12,250 605 $ 4,972 3,938 3,480 12,390 317 $ 4,430 3,247 3,124 10,801 (736) $ 12,855 $ 12,707 $ 10,065 Premiums and Deposits Premiums and deposits of $35.6 billion in 2017 were 5% lower than the 2016 level of $37.6 billion, primarily due to the funding of two large institutional asset management mandates in 2016, partially offset by strong flows in retail wealth. Insurance products’ premiums and deposits in 2017 were $12.1 billion, or 2%, below the prior year due to a large Group Benefits single premium deposit in 2016. Premiums and deposits for wealth and asset management businesses and other wealth products were $23.2 billion and $2.9 billion, respectively, compared with $24.7 billion and $3.2 billion, respectively, in 2016. The decrease is due to the institutional mandates noted above. 1 Segregated fund products include guarantees. These products are also referred to as variable annuities. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 29 Premiums and Deposits(1) For the years ended December 31, ($ millions) Insurance products Wealth and asset management products Other wealth products Less: mutual funds held by segregated funds Total premiums and deposits 2017 2016 2015 $ 12,104 23,168 2,908 (2,566) $ 12,380 24,657 3,219 (2,626) $ 11,551 27,793 3,609 (2,290) $ 35,614 $ 37,630 $ 40,663 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 premiums and deposits have been restated to reflect the inclusion of MAM in the Division’s results. Assets under Management Assets under management of $278 billion as at December 31, 2017 grew by $15.0 billion or 6% from $263.3 billion at December 31, 2016, driven by strong growth in our wealth and asset management businesses. Assets under Management(1) As at December 31, ($ millions) General fund Segregated funds Mutual and other funds Less: mutual funds held by segregated funds Institutional asset management Total assets under management 2017 2016 2015 $ 112,066 102,727 57,663 (25,127) 30,888 $ 110,427 97,220 50,177 (22,983) 28,419 $ 103,560 92,447 44,884 (21,587) 23,092 $ 278,217 $ 263,260 $ 242,396 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 assets under management have been restated to reflect the inclusion of MAM in the Division’s results. Strategic Highlights We believe that Canadians are seeking a simpler customer experience using digital solutions to fulfill their growing demand for health and wealth solutions. In 2017, we took steps towards fulfilling these needs and we continued to focus on identifying easier ways for customers to do business with us, as we modernize our product and service offerings. These steps included: ■ being the first Canadian insurer to offer all group claims submissions online and through mobile in addition to traditional channels, ■ ■ allowing customers to transact with Manulife how they want to; introducing a combined group benefits and retirement mobile application, with ease of a single login and an enhanced customer experience for plan members; implementing Amazon Alexa technology in Group Benefits, allowing customers to inquire about benefit account balances without needing to call or login, which also incorporates “Manulife IQ” – a financial literacy tool; ■ enabling fingerprint identification technology for Manulife Bank, Group Benefits and Retirement customers, allowing them easy and convenient access to account information via our mobile applications; launching a Manulife Bank mobile deposit capture, designed to make depositing more convenient for customers; launching an online tool for submitting life insurance applications, increasing efficiency and reducing application errors; ■ ■ ■ enhancing the Vitality product feature, through the launch of Manulife Vitality Active Rewards with Apple Watch program – the Vitality program allows Canadians to save on premiums and earn valuable rewards by taking steps toward healthy living; and ■ extending our partnership with Excellence Canada as their Champion of Excellence for Mental Health at Work, reinforcing our continued commitment to improving mental health across the country. In 2017, we also continued to accelerate growth in our higher-return businesses and expand our solutions portfolio as we: ■ ■ ■ ■ increased sales in Group Benefits and improved new business margins on insurance products; launched 6 new exchange traded funds (“ETFs”) focused on multi-factor investment strategies in Canadian, U.S. and international equities, which provide our investors access to the ETF market to complement our existing product offerings; introduced 4 new asset allocation portfolios, which streamline and simplify our existing mutual fund offering to help Canadians reach their investment goals; increased Manulife Bank’s lending volumes and net lending assets; and ■ completed the integration of Standard Life Canada. Canadian Division remains focused on building and fostering holistic long-lasting relationships by expanding and integrating our wealth, insurance and banking solutions to meet customers’ needs and by leveraging the strength of our group business franchise. 30 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis U.S. Division Operating under the John Hancock brand in the U.S., our product suite includes wealth and asset management and financial protection products distributed primarily through affiliated and non-affiliated licenced financial advisors and is supported by a team of approximately 6,200 employees. Our John Hancock wealth and asset management offerings include a broad range of products and services focused on individuals and business markets, as well as institutional oriented products. John Hancock Investments (“JH Investments”) offers a variety of mutual funds, Undertakings for Collective Investment in Transferrable Securities (“UCITS”), exchange traded funds (“ETFs”), and 529 College Savings plans. John Hancock Retirement Plan Services (“JH RPS”) provides employer sponsored retirement plans for companies ranging from start-ups to some of the largest corporations in America as well as servicing personal retirement accounts for former client employees. Through Manulife Asset Management, we provide asset management solutions to institutional clients, covering a range of asset classes. John Hancock Insurance (“JH Insurance”) offers a broad portfolio of insurance products, including universal, variable, whole, and term life insurance designed to provide estate, business, income protection and retirement solutions for high net worth and emerging affluent markets. We manage an in-force block of long-term care insurance which is designed to cover the cost of long-term services and support. We also manage an in-force block of fixed deferred, variable deferred, and payout annuity products. In 2017, U.S. Division contributed 50% of the Company’s total premiums and deposits and, as at December 31, 2017, accounted for 58% of the Company’s assets under management and administration. Financial Performance U.S. Division reported a net loss attributed to shareholders of $296 million in 2017 compared with net income attributed to shareholders of $1,134 million in 2016. Net income attributed to shareholders is comprised of core earnings, which was $1,962 million in 2017 compared with $1,615 million in 2016, and items excluded from core earnings, which amounted to a net charge of $2,258 million in 2017 compared with a net charge of $481 million in 2016. Net income attributed to shareholders included charges of $3,203 million related to the impact of U.S. Tax Reform and the decision to change the portfolio asset mix supporting our legacy businesses. In addition to the items described below, the change in core earnings reflected a net $46 million unfavourable currency impact from the weakening of the U.S. dollar compared with the Canadian dollar. Expressed in U.S. dollars, the functional currency of the division, 2017 net loss attributed to shareholders was of US$283 million compared with net income attributed to shareholders of US$865 million in 2016 and core earnings were US$1,513 million in 2017 compared with US$1,218 million in 2016. Items excluded from core earnings netted to a charge of US$1,796 million in 2017 and included a US$1,977 million charge related to the impact of U.S. Tax Reform and a US$542 million charge related to the decision to change the portfolio asset mix supporting our legacy businesses. Other items excluded from core earnings netted to a gain of US$723 million compared with a net charge of US$353 million in 2016, and are outlined in the table below. The US$295 million increase in core earnings was driven by improved policyholder experience in life and long-term care and policyholder experience gains in annuities. In addition, higher wealth and asset management earnings primarily from higher average assets, lower amortization of deferred acquisition costs on in-force variable annuity business and an improvement in policy-related items were partially offset by the non-recurrence of the release of provisions for uncertain tax positions in 2016. Improved policyholder experience losses in life and long-term care were due, in part, to changes in actuarial methods and assumptions. The table below reconciles net income attributed to shareholders to core earnings for the U.S. Division for 2017, 2016 and 2015. For the years ended December 31, ($ millions) Core earnings(1) Items to reconcile core earnings to net income attributed to shareholders: Investment-related experience related to fixed income trading, market value increases in excess of expected alternative assets investment returns, asset mix changes and credit experience Direct impact of equity markets and interest rates and variable annuity guarantee liabilities(2) Charge related to U.S. Tax Reform Charge related to decision to change portfolio asset mix supporting our legacy businesses Other items excluded from core earnings(3) Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 1,962 $ 1,615 $ 1,466 $ 1,513 $ 1,218 $ 1,149 343 149 (125) 263 505 (2,514) (689) 97 (516) – – (114) 164 – – (45) 385 (1,977) (542) 75 122 (388) – – (87) (91) 117 – – (37) Net income (loss) attributed to shareholders $ (296) $ 1,134 $ 1,460 $ (283) $ 865 $ 1,138 (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) The direct impact of equity markets and interest rates is relative to our policy liability valuation assumptions and includes changes to interest rate assumptions. Our variable annuity guarantee dynamic hedging strategy is not designed to completely offset the sensitivity of policy liabilities to all risks associated with the guarantees embedded in these products. The US$385 million gain in 2017 (2016 – US$388 million charge) consisted of a US$1,114 million gain (2016 – US$86 million charge) related to variable annuities that are dynamically hedged, a US$46 million gain (2016 – US$5 million gain) on general fund equity investments supporting policy liabilities, Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 31 a US$123 million gain (2016 – US$16 million charge) related to variable annuities that are not dynamically hedged, and a US$102million gain (2016 – US$291 million charge) related to fixed income reinvestment rates assumed in the valuation of policy liabilities. The amount of variable annuity guaranteed value that was dynamically hedged or reinsured at the end of 2017 was 94% (2016 – 94%). (3) The 2017 gain of US$75 million included a gain resulting from an internal legal entity restructuring partially offset by a provision for a legal settlement. The 2016 charge of US$87 million relates primarily to the intangible asset distribution network write-off in the JH Long Term Care business. The 2015 charge of US$37 million related to one-time integration costs associated with the acquisition of New York Life’s pension business. Sales and Gross Flows U.S. Life Insurance sales in 2017 of US$464 million represented an increase of 11% compared with 2016, reflecting robust term sales driven by competitive pricing, expanded distribution reach and the growing popularity of the Vitality feature, as well as more modest increases in sales of both international and universal life (“UL”) products. The International sales growth was driven by success in the high net worth market and sales in advance of a price increase, while the UL increase was driven by success of our flagship Protection UL, aided by the popularity of Vitality. Variable UL full year sales were consistent with the prior year despite competitive pressures. Wealth and Asset Management gross flows in 2017 were US$56.4 billion, an increase of US$3.8 billion or 7% compared with 2016, with year-over-year growth delivered across all business units. Retail 2017 gross flows of US$27.7 billion increased 6% compared with 2016, driven by higher gross flows from fixed income international equity products, increased institutional platform allocations across multiple strategies, and strong fund performance. Retirement 2017 gross flows of US$24.0 billion increased 3% compared with 2016, due to higher sales in mid-market and consistent ongoing contributions from both the small- and mid-case retirement markets. Institutional asset management 2017 gross flows of US$4.8 billion increased 46% compared with 2016, primarily driven by increased sales of equity and fixed income products. Wealth and Asset Management net flows in 2017 were US$6.0 billion, compared with negative net flows of US$1.1 billion in 2016, driven by higher gross flows as mentioned above and a significant improvement in retail redemptions. Sales(1) For the years ended December 31, ($ millions) JH Life Insurance sales (2) Wealth and asset management gross flows Wealth and asset management net flows Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 603 73,337 7,937 $ 552 $ 573 69,823 $ 64,649 13,167 (1,465) $ 464 56,408 6,034 $ 417 $ 52,651 (1,094) 447 50,424 10,254 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (“MAM”) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 Wealth and Asset Management sales and net flows have been restated to reflect the inclusion of MAM in the Division’s results. (2) Does not include sales of long-term care products of US$42 million in 2016 and US$41 million in 2015. Revenue Total revenue in 2017 of US$18.8 billion increased US$3.3 billion compared with 2016. Revenue before net realized and unrealized gains on assets supporting insurance and investment contract liabilities was US$16.3 billion, an increase of US$1.6 billion compared with 2016 driven by higher insurance premiums, wealth and asset management fee income and investment income. Revenue For the years ended December 31, ($ millions) Net premium income excluding the Closed Block reinsurance transaction(1) Investment income Other revenue Revenue before items noted below Net realized and unrealized gains (losses)(2) Premium ceded, net of ceded commissions and additional consideration relating to Closed Block reinsurance transaction(1) Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 7,622 7,367 6,166 21,155 3,282 $ 6,987 6,946 5,591 19,524 1,034 $ 7,910 6,569 5,350 19,829 (1,884) $ 5,881 5,679 4,750 16,310 2,498 $ 5,287 $ 6,183 5,145 4,182 5,246 4,223 14,756 790 15,510 (1,621) – (7,996) – – (6,109) Total revenue $ 24,437 $ 20,558 $ 9,949 $ 18,808 $ 15,546 $ 7,780 (1) For the purpose of comparable period-over-period reporting, we exclude the $8 billion (US$6.1 billion) impact of the Closed Block reinsurance transaction, which is shown separately, for full year 2015. For other periods as applicable, amounts in this line equal the “net premium income” in note 19 of the Consolidated Financial Statements. (2) See “Financial Performance – Impact of Fair Value Accounting” above. Premiums and Deposits U.S. Division total premiums and deposits for 2017 were US$63.9 billion, an increase of 8% compared with 2016. Premiums and deposits for insurance products of US$6.5 billion increased 4% compared with 2016 driven by higher excess premiums on international universal life products and increased long-term care premiums reflecting premium rate increases. Premiums and deposits for wealth and asset management products were US$56.4 billion, an increase of 7% compared with 2016, reflecting strong deposits in all businesses as noted above in WAM gross flows. 32 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Premiums and Deposits(1) For the years ended December 31, ($ millions) Insurance products(2) Wealth and asset management products Other wealth products (Annuities) Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 8,375 73,337 1,287 $ 8,267 $ 8,528 64,649 1,523 69,823 557 $ 6,460 56,408 996 $ 6,239 $ 6,667 50,424 1,191 52,651 435 Total premiums and deposits $ 82,999 $ 78,647 $ 74,700 $ 63,864 $ 59,325 $ 58,282 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (“MAM”) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 premiums and deposits have been restated to reflect the inclusion of MAM in the Division’s results. (2) For the purpose of comparable period-over-period reporting, the impact of the 3Q15 Closed Block reinsurance transaction is excluded from insurance products premiums in this table. This transaction resulted in a net ceded premium (negative premium) of approximately $8.0 billion (US$6.1 billion) for the full year 2015. Assets under Management and Administration U.S. Division assets under management and administration as at December 31, 2017 were US$480.1 billion, up 12% from December 31, 2016. Increases were driven by investment income and the impact of favourable equity markets, as well as positive net flows in our WAM business, partially offset by the continued runoff of our Annuities business. Assets under Management and Administration(1) As at December 31, ($ millions) General fund Segregated funds Institutional Asset Management Mutual funds and other Total assets under management Other assets under administration Total assets under management and administration Canadian $ US $ 2017 2016 2015 2017 2016 2015 $ 151,111 193,795 35,104 134,321 514,331 87,929 $ 152,305 $ 149,611 194,291 31,743 116,425 191,391 31,383 119,486 494,565 82,433 492,070 77,910 $ 120,455 154,481 27,983 107,071 409,990 70,091 $ 113,437 $ 108,094 140,377 22,934 84,117 142,548 23,375 88,993 368,353 61,396 355,522 56,290 $ 602,260 $ 576,998 $ 569,980 $ 480,081 $ 429,749 $ 411,812 (1) Effective January 1, 2017, the operations of Investment Division’s external asset management businesses (MAM) are being reflected in the respective Divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 assets under management have been restated to reflect the inclusion of MAM in the Division’s results. Strategic Highlights At John Hancock, we are focused on building more holistic and long-lasting customer relationships by offering innovative products and solutions and making it easier for customers to do business with us. In addition, we continue to actively manage our legacy businesses and maintain sharp focus on reducing expenses across all businesses. In 2017, significant work was undertaken with respect to these strategic goals. In our insurance business, this work included: ■ actively managing our legacy businesses in life, long term care (“LTC”) and annuities to lower our risk profile and free up capital; ■ implementing initiatives designed to actively reduce our expense base, and operate more efficiently with a focus on profitability across our entire business with extra rigor in our legacy businesses; ■ optimizing distribution channels for our insurance products, modernizing our insurance product shelf and simplifying the insurance purchase and ownership process; ■ taking early steps towards building a customer-facing digital advice platform that supports lifelong relationships through financial education, investing and advice; ■ developing a new partnership with the American Diabetes Association to raise awareness about our Vitality program and the ■ affordability of life insurance for the more than 29 million Americans living with diabetes; and launching a new streamlined underwriting process, ExpressTrack, designed to offer clients faster underwriting results without traditional lab requirements. In 2017, we made tangible progress on the following priorities to accelerate growth in our Wealth and Asset Management businesses, as we: ■ modernized our RPS platform and create a scalable, cloud-based recordkeeping system to support growth across all plans; ■ provided an advice product to RPS rollover participants and expand the offering to in-plan participants in 2018; ■ grew assets under management in our mutual funds, ETFs, UCITs and environmental, social and governance funds; ■ increased direct-to-investor access to our actively-managed mutual funds; and leveraged scale benefits of Investments’ assets under management to drive profitability and keep costs low for customers. ■ We also made progress towards the development of a digital goals-based advice product shelf. In addition to building our advice offerings within JH RPS, our Advice team began piloting MyPortfolio, an advisor-assisted advice program that offers the simplicity of an easy-to-navigate online experience with the sophistication of a diversified portfolio. JH Advice also launched Twine, a new app designed to help couples, who are not currently working with an advisor, to save and invest together. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 33 Corporate and Other Corporate and Other is comprised of investment performance on assets backing capital, net of amounts allocated to the operating segments; costs incurred by the Corporate Division related to shareholder activities (not allocated to the operating segments); financing costs; our Property and Casualty (“P&C”) Reinsurance business; and run-off reinsurance business lines including variable annuities and accident and health. For segment reporting purposes the impact of updates to actuarial assumptions, settlement costs for macro equity hedges and other non-operating items are included in this segment’s earnings. This segment is also where we reclassify favourable investment-related experience to core earnings from items excluded from core earnings, subject to certain limits (see “Performance and Non-GAAP Measures” below). In each of the other segments, we report all investment- related experience in items excluded from core earnings. Financial Performance Corporate and Other reported a net loss attributed to shareholders of $206 million in 2017 compared with a net loss attributed to shareholders of $832 million in 2016. The net loss attributed to shareholders was comprised of core loss and items excluded from core loss. The core loss was $525 million in 2017 compared with a core loss of $473 million in 2016. Items excluded from core loss amounted to a net gain of $319 million in 2017 compared with a net charge of $359 million in 2016. The $52 million increase in core loss consisted of the provision in our P&C business relating to hurricanes Harvey, Irma and Maria, the non-recurrence of a release of provisions and interest on uncertain tax positions in 2016, higher strategic initiative expenses and higher interest costs, partially offset by higher core investment gains, lower expected macro hedging costs and higher realized gains on AFS equities. The net gain of $319 million for items excluded from core loss in 2017 primarily consisted of a $737 million gain as a result of the reduction in the deferred tax liability related to the expected impact of U.S. Tax Reform, partially offset by the $400 million reclassification of core investment gains noted above. The net charge of $359 million for items excluded from core loss in 2016 primarily consisted of charges related to changes in actuarial methods and assumptions. The reclassification of core investment gains in 2016 was partially offset by gains related to the direct impact of markets. The table below reconciles the net loss attributed to shareholders to the core loss for Corporate and Other for 2017, 2016 and 2015. For the years ended December 31, ($ millions) Core loss excluding expected cost of macro hedges and core investment gains Expected cost of macro hedges Investment-related experience included in core earnings Total core loss(1) Items to reconcile core loss to net loss attributed to shareholders: Direct impact of equity markets and interest rates(2) Changes in actuarial methods and assumptions Investment-related experience related to mark-to-market items(3) Reclassification to core investment-related experience above Impact of U.S. Tax Reform Integration and acquisition costs Other $ 2017 (868) (57) 400 (525) (83) (35) 81 (400) 737 – 19 $ 2016 (409) (261) 197 (473) 195 (453) 71 (197) – (8) 33 $ 2015 (298) (226) – (524) 200 (451) (39) – – (44) 4 Net loss attributed to shareholders $ (206) $ (832) $ (854) (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) The direct impact of equity markets and interest rates included a loss of $61 million (2016 – loss of $120 million) on derivatives associated with our macro equity hedges and a loss of $41 million (2016 – gain of $370 million) on the sale of AFS bonds. Other items in this category netted to a gain of $19 million (2015 – charge of $55 million). (3) Investment-related experience includes mark-to-market gains or losses on assets held in the Corporate and Other segment other than gains on AFS equities and seed money investments in new segregated or mutual funds. Revenue Revenue in 2017 was a loss of $501 million and includes a consolidation adjustment of $730 million relating to asset management fees earned by MAM from affiliated businesses (the offset to this consolidation adjustment is in investment expenses). Total revenue in 2017 decreased by $1,279 million compared with 2016. The decrease was a result of MAM revenue of $816 million reported in Corporate and Other segment in 2016 (MAM revenue is reported in the divisional results effective January 1, 2017), non-recurrence of release of interest provisions related to the resolution of tax related positions, an increase in the above consolidation adjustment and net realized losses on the sale of AFS bonds in 2017 compared with net realized gains in 2016. These decreases were partially offset by lower losses from the macro hedge program. 34 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Revenue For the years ended December 31, ($ millions) Net premium income Investment income (loss)(1) Other revenue Revenue before net realized and unrealized investment gains (losses) and on the macro hedge program Net realized and unrealized gains (losses)(2) and on the macro hedge program $ 2017 1 10 285 (676) (281) (220) $ 2016 87 653 545 1,285 (507) $ 2015 90 130 190 410 4 Total revenue $ (501) $ 778 $ 414 (1) Includes losses of $54 million (2016 – gains of $512 million) on the sale of AFS bonds. (2) See “Financial Performance – Impact of Fair Value Accounting” above. Premiums and Deposits P&C Premiums and deposits were $110 million for 2017 compared with $87 million reported in 2016. The favourable variance was primarily due to reinstatement premiums related to the hurricane provisions. Note that effective January 1, 2017, the operations of Investment Division’s external asset management businesses (“MAM”) were reflected in the respective divisional results. Previously, they were reported in the Corporate and Other segment. The 2016 and 2015 premiums and deposits have been restated to reflect the inclusion of MAM in the divisional results. Strategic Highlights Our P&C Reinsurance business provides substantial retrocessional capacity for a very select clientele in the property and casualty reinsurance market. The business is largely non-correlated to Manulife’s other businesses and helps diversify Manulife overall business mix. We manage the risk exposures of this business in relation to the total Company balance sheet risk and volatility as well as the prevailing market pricing conditions. The business is renewable annually, and we currently estimate our exposure limit in 2018 for a single event to be approximately US$250 million (net of reinstatement premiums) and for multiple events to be approximately US$425 million (net of all premiums). Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 35 Investment Division Manulife’s Investment Division manages the Company’s general fund assets and, through Manulife Asset Management (“MAM”), provides comprehensive asset management and asset allocation solutions to institutional clients and investment funds, and investment management services to retail clients through Manulife and John Hancock product offerings. We have expertise managing a broad range of investments including public and private bonds, public and private equities, commercial mortgages, real estate, power and infrastructure, timberland, farmland, and oil and gas. With a team of more than 3,500 employees, Investment Division has a physical presence in key markets, including the United States, Canada, Europe, Hong Kong, Japan, and Singapore. In addition, MAM has a joint venture asset management business in mainland China, Manulife TEDA Fund Management Company Ltd and launched a wholly-owned investment business, Manulife Investment (Shanghai) in 2017. The operations of Investment Division’s external asset management businesses are reported in the respective segment results. General Fund Our investment philosophy for the General Fund is to invest in an asset mix that optimizes our risk adjusted returns and matches the characteristics of our underlying liabilities. We follow a bottom-up approach which combines our strong asset management skills with an in-depth understanding of the characteristics of each investment. We invest in a diversified mix of assets, including a variety of alternative long-duration asset classes. Our diversification strategy has historically produced superior risk adjusted returns while reducing overall risk. We use a disciplined approach across all asset classes and we do not chase yield in the riskier end of the fixed income market. This strategy has resulted in a well-diversified, high quality investment portfolio, which has historically delivered strong investment-related experience through-the-cycle. Our risk management strategy is outlined in the “Risk Management” section below. General Fund Assets As at December 31, 2017, our General Fund invested assets totaled $334.2 billion compared with $321.9 billion at the end of 2016. The following charts show the asset class composition as at December 31, 2017 and December 31, 2016. 2017 Government Bonds Private Placement Debt Securitized MBS/ABS Mortgages 21% 10% 1% 13% Cash & Short-Term Securities 5% Policy Loans and Loans to Bank Clients 2% 2016 Government Bonds 23% Private Placement Debt Securitized MBS/ABS Mortgages 9% 1% 14% Cash & Short-Term Securities 5% Policy Loans and Loans to Bank Clients 2% 31% Corporate Bonds 6% Public Equities 1% Oil & Gas 1% Timberland & Farmland 2% Private Equity & Other ALDA 2% Power & Infrastructure 4% Real Estate 1% Other 29% Corporate Bonds 6% Public Equities 1% Oil & Gas 1% Timberland & Farmland 2% Private Equity & Other ALDA 2% Power & Infrastructure 4% Real Estate 1% Other 36 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Investment Income For the years ended December 31, ($ millions, unless otherwise stated) 2017 2016 Income Yield(1) Income Yield(1) Interest income Dividend, rental and other income Impairments Other, including gains (losses) on sale of AFS debt securities Investment income before realized and unrealized gains on assets supporting insurance and investment contract liabilities and on macro equity hedges Realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities and on macro equity hedges Debt securities Public equities Mortgages and private placements Alternative long-duration assets and other investments Derivatives, including macro equity hedging program $ 10,577 2,810 (70) 332 $ 13,649 $ 3,686 2,235 109 791 (1,103) $ 5,718 3.30% 0.90% – 0.10% 1.10% 0.70% – 0.20% (0.30%) Total investment income $ 19,367 6.00% $ 10,533 2,277 (206) 786 $ 13,390 $ 1,662 985 92 976 (2,581) $ 1,134 $ 14,524 3.40% 0.70% (0.10%) 0.20% 0.50% 0.30% – 0.30% (0.80%) 4.70% (1) Yields are based on IFRS income and are calculated using the geometric average of assets held at IFRS carrying value during the reporting period. In 2017, the $19.4 billion of investment income (2016 – $14.5 billion) consisted of: ■ $13.7 billion of investment income before net realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities and on macro equity hedges (2016 – $13.4 billion), and; ■ $5.7 billion of net realized and unrealized gains on assets supporting insurance and investment contract liabilities and on macro equity hedges (2016 – gains of $1.1 billion). The $0.3 billion increase in net investment income before unrealized and realized gains was due to higher income of $0.6 billion primarily from higher dividend, rental and other income, $0.1 billion from lower impairments on oil & gas properties and private placements, partially offset by $0.4 billion lower gains on surplus assets mainly from realized losses on the sale of AFS bonds. The change in net unrealized and realized gains supporting the insurance and investment contract liabilities primarily related to changes in interest rates and equity markets. In 2017, the general decrease in the long-term U.S. interest rates resulted in unrealized gains of $2.1 billion on debt securities (2016 – gains of $0.2 billion) and the sale of debt securities resulted in realized gains of $1.6 billion (2016 – gains of $1.5 billion). The rise in equity markets in 2017 resulted in unrealized gains of $1.5 billion on public equities (2016 – gains of $0.8 billion) and the sale of public equities resulted in realized gains of $0.7 billion (2016 – gains or $0.2 billion). In 2017, gains of $0.8 billion on alternative long-duration assets were from mark-to-market gains on real estate properties and private equity investments in infrastructure assets (2016 – gains of $1.0 billion). Net losses of $1.1 billion on derivatives including the dynamic and macro equity hedging program in 2017 primarily related to the losses on interest rate swaps driven by higher swap rates, losses on short equity contracts as a result of increases in major stock indices during the year, partially offset by gains on treasury locks resulting from a decrease in long-term treasury rates (2016 – losses of $2.6 billion). As the measurement of insurance and investment contract liabilities includes estimates regarding future expected investment income on assets supporting the insurance and investment contract liabilities, only the difference between the mark-to-market accounting on the measurement of both assets and liabilities impacts net income. Refer to “Financial Performance” above. Debt Securities and Private Placement Debt We manage our high quality fixed income portfolio to optimize yield and quality while ensuring that asset portfolios remain diversified by sector, industry, duration, issuer, and geography. As at December 31, 2017, our fixed income portfolio of $206.1 billion (2016 – $198.4 billion) was 98% investment grade and 76% was rated A or higher (2016 – 97% and 76%, respectively). Our private placement debt holdings provide diversification benefits (issuer, industry, and geography) and, because they often have stronger protective covenants and collateral than debt securities, they typically provide better credit protection and potentially higher recoveries in the event of default. Geographically, 28% is invested in Canada (2016 – 29%), 47% is invested in the U.S. (2016 – 47%), 3% is invested in Europe (2016 – 3%) and the remaining 22% is invested in Asia and other geographic areas (2016 – 21%). Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 37 Debt Securities and Private Placement Debt – by Credit Quality(1) 2017 $206.1B AAA AA A BBB BB 17% 16% 43% 22% 1% 2016 $198.4B AAA AA A BBB BB 21% 14% 41% 21% 2% B & lower, and unrated 1% B & lower, and unrated 1% (1) Reflects credit quality ratings as assigned by Nationally Recognized Statistical Rating Organizations (“NRSRO”) using the following priority sequence order: Standard & Poor’s, Moody’s, Dominion Bond Rating Service, Fitch, Rating and Investment Information, and Japan Credit Rating. For those assets where ratings by NRSRO are not available, disclosures are based upon internal ratings as described in the “Risk Management” and “Risk Factors” sections below. As at December 31, Per cent of carrying value Government and agency Utilities Financial Industrial Consumer (non-cyclical) Energy – Oil & Gas Energy – Other Consumer (cyclical) Securitized (MBS/ABS) Telecommunications Basic materials Technology Media and internet and other Total per cent 2017 Private placement debt Debt securities Total Debt securities 2016 Private placement debt 39 15 15 7 6 5 3 2 2 2 2 1 1 10 47 5 9 13 4 1 7 1 – 3 – – 35 20 13 7 7 5 3 3 2 2 1 1 1 43 14 14 6 5 5 3 2 2 2 2 1 1 10 49 5 9 12 5 1 5 1 – 3 – – Total 38 19 13 7 6 5 3 2 2 1 2 1 1 100 100 100 100 100 100 Total carrying value ($ billions) $ 174.0 $ 32.1 $ 206.1 $ 168.6 $ 29.8 $ 198.4 As at December 31, 2017, gross unrealized losses on our fixed income holdings were $1.7 billion or 1% of the amortized cost of these holdings (2016 – $3.5 billion or 2%). Of this amount, $37 million (2016 – $35 million) related to debt securities trading below 80% of amortized cost for more than 6 months. Securitized assets represented $24 million of the gross unrealized losses and none of the amounts trading below 80% of amortized cost for more than 6 months (2016 – $23 million and $2 million, respectively). After adjusting for debt securities held in participating policyholder and pass-through segments and the provisions for credit included in the insurance and investment contract liabilities, the potential impact to shareholders’ pre-tax earnings for debt securities trading at less than 80% of amortized cost for greater than 6 months was approximately $30 million as at December 31, 2017 (2016 – $34 million). 38 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Mortgages As at December 31, 2017, our mortgage portfolio of $44.7 billion represented 13% of invested assets (2016 – $44.2 billion and 14%, respectively). Geographically, 63% of the portfolio is invested in Canada (2016 – 61%) and 37% is invested in the U.S. (2016 – 39%). As shown below, the overall portfolio is also diversified by geographic region, property type, and borrower. Of the total mortgage portfolio, 18% is insured (2016 – 19%), primarily by the Canada Mortgage and Housing Corporation (“CMHC”) – Canada’s AAA rated government-backed national housing agency, with 39% of residential mortgages insured (2016 – 43%) and 2% of commercial mortgages insured (2016 – 3%). As at December 31, ($ billions) Commercial Retail Office Multi-family residential Industrial Other commercial Other mortgages Manulife Bank single-family residential Agricultural Total mortgages 2017 2016 Carrying value % of total Carrying value % of total $ 8.1 7.7 4.4 2.6 2.7 25.5 18.6 0.6 18 17 10 6 6 57 42 1 $ 8.2 7.3 4.8 2.8 2.6 25.7 17.7 0.8 18 17 11 6 6 58 40 2 $ 44.7 100 $ 44.2 100 Our commercial mortgage loans are originated with a hold-for-investment philosophy. They have low loan-to-value ratios, high debt- service coverage ratios, and as at December 31, 2017 there were no loans in arrears. Geographically, of the total commercial mortgage loans, 38% are in Canada and 62% are in the U.S. (2016 – 37% and 63%, respectively). We are diversified by property type and largely avoid risky market segments such as hotels, construction loans and second liens. Non-CMHC Insured Commercial Mortgages(1) As at December 31, Loan-to-Value ratio(2) Debt-Service Coverage ratio(2) Average duration (years) Average loan size ($ millions) Loans in arrears(3) 2017 2016 Canada 63% 1.46x 4.7 $14.1 0.00% U.S. 56% 1.84x 6.3 $16.1 0.00% Canada 64% 1.47x 4.2 $11.4 0.00% U.S. 56% 1.90x 6.4 $17.1 0.00% (1) Excludes Manulife Bank commercial mortgage loans of $109 million (2016 – $67 million). (2) Loan-to-Value and Debt-Service Coverage are based on re-underwritten cash flows. (3) Arrears defined as over 90 days past due in Canada and over 60 days past due in the U.S. Public Equities As at December 31, 2017, public equity holdings of $21.5 billion represented 6% (2016 – $19.5 billion and 6%) of invested assets and, when excluding participating policyholder and pass-through segments, represented 2% (2016 – 2%) of invested assets. The portfolio is diversified by industry sector and issuer. Geographically, 31% (2016 – 33%) is held in Canada; 36% (2016 – 37%) is held in the U.S.; and the remaining 33% (2016 – 30%) is held in Asia, Europe and other geographic areas. Public Equities – by Segment 2017 $21.5B Participating Policyholders Surplus Non-participating liabilities 48% 23% 6% 2016 $19.5B Participating Policyholders Surplus Non-participating liabilities 46% 24% 7% Pass-through(1) 23% Pass-through(1) 23% (1) Public equities denoted as pass-through are held by the Company to support the yield credited on equity-linked investment funds for Canadian life insurance products. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 39 Alternative Long-Duration Assets (“ALDA”) Our alternative long-duration asset portfolio is comprised of a diverse range of asset classes with varying degrees of correlations. The portfolio typically consists of private assets representing investments in varied sectors of the economy which act as a natural hedge against future inflation and serve as an alternative source of asset supply to long-term corporate bonds. In addition to being a suitable match for our long-duration liabilities, these assets provide enhanced long-term yields and diversification relative to traditional fixed income markets. The vast majority of our alternative long-duration assets are managed in-house. As at December 31, 2017, alternative long-duration assets of $34.5 billion represented 10% (2016 – $33.0 billion and 10%) of invested assets. The fair value of total ALDA was $36.0 billion at December 31, 2017 (2016 – $34.5 billion). The carrying value and corresponding fair value by sector and/or asset type as follows: As at December 31, ($ billions) Real estate Power and infrastructure Private equity Timberland Oil & gas Farmland Other Total ALDA 2017 2016 Carrying value Fair value Carrying value Fair value $ 13.8 7.3 4.9 3.7 2.8 1.4 0.6 $ 34.5 $ 15.0 7.4 5.0 3.6 2.8 1.6 0.6 $ 36.0 $ 14.1 6.7 4.6 3.7 2.1 1.3 0.5 $ 33.0 $ 15.3 6.7 4.6 3.7 2.1 1.6 0.5 $ 34.5 Real Estate Our real estate portfolio is diversified by geographic region; of the total fair value of this portfolio, 51% is located in the U.S., 38% in Canada, and 11% in Asia as at December 31, 2017 (2016 – 59%, 35%, and 6%, respectively). This high-quality portfolio has virtually no leverage and is primarily invested in premium urban office towers, concentrated in cities with stable growth, and highly diverse economies, in North America and Asia. The portfolio is well positioned with an average occupancy rate of 94% (2016 – 94%) and an average lease term of 5.9 years (2016 – 6.1 years). During 2017, we executed 3 acquisitions, representing $[0.9] billion market value of commercial real estate assets (2016 – 5 acquisitions and $0.4 billion). The segment composition of our real estate portfolio based on fair value is as follows: 2017 $15.0B(1) Office – Downtown 44% Office – Suburban 15% Company Own-Use 16% Residential 12% Industrial Retail Other 6% 2% 5% 2016 $15.3B(1) Office – Downtown 44% Office – Suburban 16% Company Own-Use 17% Residential 12% Industrial Retail Other 6% 2% 3% (1) These figures represent the fair value of the real estate portfolio. The carrying value of the portfolio was $13.8 billion and $14.1 billion at December 31, 2017 and December 31, 2016, respectively. 40 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Power & Infrastructure We invest both directly and through funds in a variety of industry specific asset classes, listed below. The portfolio is well diversified with over 300 portfolio companies. The portfolio is predominately invested in the U.S. and Canada, but also in the United Kingdom, Europe and Australia. Our power and infrastructure holdings are as follows: 2017 $7.4B Power generation Transportation (including roads & ports) Electric and gas regulated utilities 52% 19% 17% Midstream gas infrastructure 4% Electricity transmission Water distribution 3% 2% Maintenance services, efficiency, & social infrastructure 2% Other infrastructure 1% 2016 $6.7B Power generation Transportation (including roads & ports) Electric and gas regulated utilities Water distribution Electricity transmission 48% 17% 19% 5% 4% Midstream gas infrastructure 4% Maintenance services, efficiency, & social infrastructure 2% Other infrastructure 1% Timberland & Farmland Our timberland and farmland assets are managed by a proprietary entity, Hancock Natural Resources Group (“HNRG”). In addition to being the world’s largest timberland investment manager for institutional investors1, with timberland properties in the U.S., New Zealand, Australia, Chile, Canada and Brazil, HNRG also manages farmland properties in the U.S., Australia and Canada. In 2011, HNRG established a renewable energy business unit focused on investments in the bio-energy sector. The General Fund’s timberland portfolio comprised 23% of HNRG’s total timberland assets under management (“AUM”) (2016 – 23%). The farmland portfolio includes annual (row) crops, fruit crops, wine grapes, and nut crops. The General Fund’s holdings comprised 43% of HNRG’s total farmland AUM (2016 – 40%). Private Equities Our private equity portfolio of $4.9 billion (2016 – $4.6 billion) includes both directly held private equity and private equity funds. Both are diversified across vintage years and industry sectors. Oil & Gas This category is comprised of $1.2 billion (2016 – $0.9 billion) in our conventional Canadian oil and gas properties managed by our subsidiary, NAL Resources, and various other oil and gas private equity interests of $1.6 billion (2016 – $1.2 billion). Production mix for conventional oil and gas assets in 2017 was approximately 35% crude oil, 47% natural gas, and 18% natural gas liquids (2016 – 40%, 45%, and 15%, respectively). Private equity interests are a combination of both producing and mid-streaming assets. In 2017, the carrying value of our oil and gas holdings increased $0.7 billion and the fair value increased by $0.7 billion, primarily driven by acquisitions. Manulife Asset Management Manulife Asset Management (“MAM”) provides comprehensive asset management solutions to institutional clients (such as pension plans, foundations, endowments and financial institutions) and investment funds, and investment management services to retail clients through Manulife and John Hancock product offerings. As at December 31, 2017, MAM had $491.5 billion of AUM compared with $460.7 billion at the end of 2016. This includes $89.4 billion (2016 – $80.4 billion) of comprehensive asset management and asset allocation solutions to institutional clients and $319.6 billion (2016 – $302.9 billion) of investment funds and investment management services to retail clients through Manulife and John Hancock product offerings, as well as $82.5 billion (2016 – $77.4 billion) related to our general fund assets. In 2017, MAM AUM increased $30.8 billion from 2016 driven mainly by positive market performance, and to a lesser extent, institutional mandate wins and growth in general fund AUM, partially offset by currency translation losses on external clients AUM. 1 Based on the global timber investment management organization ranking in the RISI International Timberland Ownership and Investment Database. Management’s Discussion and Analysis Manulife Financial Corporation 2017 Annual Report 41 | | The following charts show the movement in AUM over the year as well as by asset class. AUM Movement ($ billions) MAM External AUM, Beginning Standard Chartered Bank’s MPF business acquisition Gross Institutional flows(1) Institutional redemptions Net Institutional flows(1) Net Affiliate flows(1),(2) Asset transfers Market impact Currency impact MAM External AUM, Ending General Fund AUM (managed by MAM), Beginning Net flows, market and currency impacts General Fund AUM (managed by MAM), Ending Total MAM AUM 2017 2016 $ 383.3 – 14.8 (9.0) $ 361.6 1.9 18.6 (9.8) 5.8 (3.1) 3.8 38.5 (19.3) 8.8 0.2 2.7 15.4 (7.3) 409.0 383.3 77.4 5.1 82.5 72.3 5.1 77.4 $ 491.5 $ 460.7 (1) 2016 included $0.3 billion Net Affiliate flows reclassified to Institutional flows driven by Singapore REIT. (2) Affiliate flows and redemptions related to activities of the three operating divisions (U.S., Canada, and Asia). Net Institutional and Affiliate Flows 2017 Institutional net flows of $5.8 billion were primarily driven by strong flows from the U.S. and Asia, led by U.S. Core Fixed Income and U.S. Core Value Equity, as well as strong sales of our Taiwan Fixed Income, Strategic Income, Global Equity and liability-driven investment (“LDI”) strategies. Negative Affiliate net flows of ($3.1 billion) were primarily driven by negative net flows from U.S. Retirement and variable annuity products, partially offset by strong flows from Retail funds in all regions and Manulife TEDA institutional mandates. AUM Composition As at December 31, ($ billions) Affiliate / Retail(1): Fixed income Balanced Equity Asset allocation(2) Alternatives(3) Institutional: Fixed income Balanced Equity Asset allocation(2) Alternatives(3) MAM External AUM General Fund Fixed income Equity Alternative long-duration assets(3) General Fund AUM (managed by MAM) Total MAM AUM 2017 2016 $ 116.5 23.6 107.6 69.7 2.2 $ 104.1 22.0 103.4 71.2 2.2 319.6 302.9 53.7 1.7 18.4 0.0 15.6 89.4 48.3 1.9 14.9 0.1 15.2 80.4 409.0 383.3 44.4 17.1 21.0 82.5 42.0 14.9 20.5 77.4 $ 491.5 $ 460.7 (1) Includes 49% of assets managed by Manulife TEDA Fund Management Company Ltd. (2) Internally-managed asset-allocation assets included in other asset categories to eliminate double counting: $77.0 billion and $74.8 billion in 2017 and 2016, respectively, in Affiliate/Retail, and $0.01 billion and $0.04 billion in 2017 and 2016, respectively, in Institutional Advisory. (3) Included $0.3 billion Affiliate AUM reclassified to Institutional AUM driven by Singapore REIT. 42 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Total MAM External AUM by Client Geography MAM operates from offices in 16 countries and territories, managing local and international investment products for its global client base. As at December 31, ($ billions) U.S. Canada Asia region Europe and other region Total MAM External AUM Investment Performance % of AUM Outperforming Benchmarks(1) Overall Asset Allocation Equity(2) Fixed Income(3) 88% 72% 65% 60% 75% 73% 75% 77% 75% 89% 83% 61% 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0% 2017 $ 222.1 109.0 71.9 6.0 $ 409.0 % 54 27 18 1 100 2016 $ 217.4 100.4 60.6 4.9 $ 383.3 % 57 26 16 1 100 As at December 31, 2017, overall investment performance has consistently exceeded our benchmarks on a 1-, 3- and 5-year basis. 1 Year 3 Year 5 Year (1) Investment performance is based on actively managed MAM Public Markets account-based, asset-weighted performance versus their primary internal targets, which includes accounts managed by portfolio managers of MAM. Some retail accounts are evaluated net of fees versus their respective Morningstar peer group. All institutional accounts and all other retail accounts are evaluated gross of fees versus their respective index. (2) Includes balanced funds. (3) Includes money market funds. Long-term investment performance continued to be a differentiator for MAM, with the majority of public asset classes outperforming their benchmarks on a 1-, 3- and 5-year basis. Strategic Direction The demand for multi-asset class solutions, liability-driven investing (“LDI”), real estate assets, global and emerging market equities, and public and private fixed income persists as institutional and retail investors continue to seek higher risk-adjusted returns. MAM will continue to capitalize on this demand by closely aligning our global wealth and asset management business and leveraging our skills and expertise across our international operations to build long-lasting customer relationships. We offer private and public multi-assets to holistically address client needs, providing alpha-focused active management in a boutique environment, and leveraging best-in-class global capabilities and expertise. This strategy is integral to Manulife’s overall strategy of continuing to build and integrate our global wealth and asset management businesses, as well as expand our investment and/or sales offices into key markets, not restricting ourselves to geographies where we currently have, or expect to have, insurance operations. Wealth and Asset Management is a truly global business – both in demand and supply. Customers in any given location have the desire for globally-sourced product, and customers with our global product will benefit from on-the-ground perspectives generated by our investment professionals situated in diverse parts of the world, but globally networked and supervised for quality control. See “Performance by Business Line” below for additional information with respect to our globally diversified wealth and asset management franchise. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 43 Performance by Business Line Additional information for Wealth and Asset Management Manulife has a globally diversified wealth and asset management (“WAM”) franchise spanning mutual funds, group retirement and savings products, and institutional asset management capabilities across all major asset classes. As noted above, we expect the organizational changes to our WAM businesses, effective January 1, 2018, to create greater alignment and enable us to better leverage our global scale. As a result of these changes, Global WAM will be a separate reporting segment in 2018. We have achieved strong growth through our broad-based extensive distribution platforms in the U.S., Canada, Asia and Europe, and our global asset management expertise. With investment professionals on the ground in 16 countries, our deep local knowledge, and expertise in sought-after asset classes such as alternative long-duration assets, positions us well for continued success. In addition to mutual fund businesses in 11 markets, we have leading retirement platforms in Canada, the U.S. and Hong Kong, and a presence in the Indonesian and Malaysian retirement markets. In 2017, we provide additional financial information by line of business, to supplement our existing primary disclosure based on geographic segmentation. This information is intended to facilitate assessment of the financial performance of our WAM businesses and allows for relevant comparisons to be made with global asset management peers. The supplemental information for WAM businesses includes an income statement, core earnings, core earnings before interest, taxes, depreciation and amortization (“core EBITDA”), net flows, gross flows and assets under management and administration (“AUMA”)1. Core EBITDA was selected as a key performance indicator for WAM businesses, as EBITDA is widely used among asset management peers, and core earnings is a primary profitability metric for the Company overall. Wealth and Asset Management highlights For the years ended December 31, ($ millions, unless otherwise stated) Core earnings(1) Core EBITDA(2) Net flows Gross flows Assets under management and administration (“AUMA”)(3) ($ billions) (1) WAM core earnings by division are outlined in the section “Core earnings by line of business by division” below. (2) Table below provides a reconciliation of core EBITDA to core earnings. (3) Table below provides a continuity of AUMA. $ 2017 788 1,396 17,605 124,306 599 2016 2015 $ 629 $ 1,167 15,265 120,450 544 630 1,224 34,387 114,686 510 Financial performance In 2017, our global WAM businesses reported $788 million in core earnings, an increase of 25% compared with 2016. The increase reflects higher fee income on higher asset levels as we have continued to see strong investment returns and continued positive net flows in 2017 across all three operating divisions and in each of our business lines: retirement, retail and institutional asset management. The increase is also a reflection of our prudent expense management, with our total expenses in line with prior year despite our continued strategic investments to optimize our operational infrastructure and to expand our distribution reach in Europe and Asia. In 2017, core EBITDA for our global WAM businesses was $1,396 million, higher than core earnings by $608 million. In 2016, core EBITDA was $1,167 million, higher than core earnings by $538 million. The increase of $229 million in core EBITDA primarily reflects higher fee income on higher asset levels, as mentioned above. Core EBITDA For the years ended December 31, ($ millions) Core earnings Amortization of deferred acquisition costs and other depreciation Amortization of deferred sales commissions Core income tax (expense) recovery Core EBITDA 2017 2016 2015 $ 788 344 99 165 $ 629 336 103 99 $ 630 327 106 161 $ 1,396 $ 1,167 $ 1,224 1 Core EBITDA is a non-GAAP financial measure. See “Performance and Non-GAAP Measures” below. 44 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis AUMA In 2017, AUMA for our wealth and asset management businesses increased from $544 billion to $599 billion. Net flows accounted for $18 billion of the increase and the remaining $37 billion was related to positive investment returns. 2017 marked the 8th year of consecutive positive quarterly net flows in our WAM businesses. Positive net flows in 2017 were $2.3 billion higher than in 2016, driven by lower redemptions and higher sales in our U.S. retail and institutional asset management businesses and, to a lesser extent, Hong Kong retirement, partially offset by higher redemptions in our North American retirement businesses. AUMA For the years ended December 31, ($ billions) Balance January 1, Acquisitions Net flows Impact of markets and other Balance December 31, 2017 $ 544 – 18 37 $ 599 2016 $ 510 2 15 17 $ 544 2015 $ 315 109 34 52 $ 510 Additional information by business line The following tables provide additional information on our core earnings by WAM, Insurance and Other Wealth for each of the divisions. Other Wealth consists of variable and fixed annuities, single premium products sold in Asia, and Manulife Bank in Canada1 and Insurance includes all individual and group insurance businesses. Financial Performance As noted above, in core earnings in our global WAM businesses was $788 million, an increase of 25% compared with 2016. The increase primarily reflects higher fee income on higher asset levels as we have continued to see strong investment returns and continued positive net flows in 2017. Core earnings in our global insurance businesses in 2017 was $2,887 million, an increase of 16% compared with 2016. The increase was primarily due to improved in-force earnings and policyholder experience in U.S. Insurance (in part due to changes in actuarial methods and assumptions) and the strong new business and in-force growth in Asia. Core earnings in our global other wealth businesses in 2017 was $1,415 million, an increase of 3% compared with 2016. The increase was driven by growth in Asia and Canada, and policyholder experience gains in the U.S., partially offset by the non- recurrence of the 2016 release of provisions for uncertain tax positions in the U.S. Core earnings by line of business For the years ended December 31, ($ millions) Wealth and Asset Management Insurance Other Wealth Corporate and Other(1) Total core earnings (1) Excludes Manulife Asset Management results that are included in WAM. $ 2017 788 2,887 1,415 (525) 2016 2015 $ 629 2,492 1,368 (468) $ 630 2,097 1,245 (544) $ 4,565 $ 4,021 $ 3,428 1 Manulife Bank new loan volumes are no longer being reported as sales. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 45 Core earnings by line of business by division For the years ended December 31, ($ millions) Wealth and Asset Management(1) Asia Canada U.S. Corporate and Other(2) Total Wealth and Asset Management Insurance Asia Canada U.S. Total Insurance Other Wealth(3) Asia Canada Manulife Bank Canada excluding Manulife Bank Total Canada U.S. Total Other Wealth Corporate and Other(4) Total core earnings 2017 2016 2015 $ 211 224 353 – 788 1,097 707 1,083 2,887 355 140 394 534 526 $ 175 161 298 (5) $ 159 141 310 20 629 994 763 735 630 811 621 665 2,492 2,097 327 114 345 459 582 264 123 367 490 491 1,415 (525) 1,368 (468) 1,245 (544) $ 4,565 $ 4,021 $ 3,428 (1) Wealth and Asset Management is comprised of our fee-based global WAM businesses that do not contain material insurance risk including: mutual funds, group retirement and institutional asset management. (2) Corporate and Other results are net of internal allocations to other divisions. (3) Other Wealth includes variable and fixed annuities, single premium products sold in Asia and Manulife Bank. (4) A portion of core earnings from Investment Division has been included in Wealth and Asset Management. AUMA by line of business AUMA as at December 31, 2017 was a record for Manulife of $1,040 billion, an increase of $63 billion, or 6% on a constant currency basis, compared with December 31, 2016. The WAM portion of AUMA was $599 billion and increased $54 billion compared with December 31, 2016. The increase was driven by investment returns and continued positive net flows. As at December 31, ($ billions) Wealth and Asset Management Insurance Other Wealth Corporate and Other Total assets under management and administration 2017 2016 2015 $ 598.6 276.4 168.4 (2.9) $ 544.3 262.8 174.4 (4.4) $ 510.8 246.1 178.3 – $ 1,040.5 $ 977.1 $ 935.2 46 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Risk Management This section provides an overview of the Company’s overall risk management approach and more specific strategies for our principal risks. A more detailed description of specific risks which may affect our results of operations or financial condition may be found in the “Risk Factors” section below. Overview All of the Company’s activities involve elements of risk taking. Our approach to managing risk seeks to balance delivering exceptional experiences for our customers, meeting our policyholder and creditor obligations, providing sustainable, long-term growth for our shareholders and safeguarding our commitments to employees. Our approach is governed by our Enterprise Risk Management (“ERM”) Framework. Enterprise Risk Management Framework Risk Identification Materialized Risks Non-Materialized Risks Analysis and Assessment Assessment of Risk Appetite Management Framework Response Management of Principal Risks Stress Testing Risk Capital Management Risk Appetite and Limit Management Evolving Risk Program Our ERM Framework provides a structured approach to implementing risk taking and risk management activities across the enterprise, supporting our long-term revenue, earnings and capital growth strategy. It is communicated through risk policies and standards which are intended to enable consistent design and execution of strategies across the organization. We have a common approach to managing all risks to which the Company is exposed, and to evaluating potential directly comparable risk-adjusted returns on contemplated business activities. Our risk policies and standards cover: ■ Assignment of accountability and delegation of authority for risk oversight and risk management; ■ The types and levels of risk the Company seeks given its strategic plan and risk appetite; ■ Risk identification, measurement, assessment and mitigation which enable effective management and monitoring of risk; and ■ Validation, back testing and independent oversight to confirm that the Company generated the risk profile it intended and the root cause analysis of any notable variation. Our risk management practices are influenced and impacted by internal and external factors (such as economic conditions, political environments, technology and risk culture) which can significantly impact the levels and types of risks the Company might face in its pursuit to strategically optimize risk taking and risk management. Our ERM Framework incorporates relevant impacts and mitigating actions as appropriate. Three Lines of Defence Model A strong risk culture and a common approach to risk management are integral to Manulife’s risk management practices. Management is responsible for managing risk within risk appetite and has established risk management strategies and monitoring practices. Our approach to risk management includes a “three lines of defence” governance model that segregates duties between risk taking activities, risk monitoring and risk oversight, and establishes appropriate accountability for those who assume risk versus those who oversee risk. The Company’s first line of defence includes the Chief Executive Officer (“CEO”), Divisional General Managers and Global Function Heads. In our matrix reporting model, the Divisional General Managers are accountable for their business results, the risks they assume to achieve those results, and for the day-to-day management of the risks and related controls, and the Global Function Heads are accountable for the management of the risks and related controls for their function. The second line of defence is comprised of the Company’s Chief Risk Officer (“CRO”), the Global Risk Management (“GRM”) function and other global oversight functions. Collectively, this group provides independent oversight of risk taking and risk management activities across the enterprise. The third line of defence is Internal Audit, which provides independent assurance that controls are effective and appropriate relative to the risk inherent in the business and that risk mitigation programs and risk oversight functions are effective in managing risks. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 47 Risk Culture Manulife strives for a risk aware culture, where individuals and groups are encouraged, feel comfortable and are proactive in making transparent, balanced risk-return decisions that are in the long-term interests of the Company. Key areas of focus pertaining to risk culture include: aligning individual and Company objectives; identifying and escalating risks before they become significant issues; promoting a cooperative approach that enables appropriate risk taking; ensuring transparency in identifying, communicating and tracking risks; and systematically acknowledging and surfacing material risks. Risk Governance The Board of Directors oversees the Company’s culture of integrity and ethics, strategic planning, risk management, and corporate governance, among other things. The Board carries out its responsibilities directly and through its four standing committees. The Board Risk Committee oversees the management of our principal risks, and our programs, policies and procedures to manage those risks. The Board Audit Committee oversees internal control over financial reporting and our finance, actuarial, internal audit and global compliance functions, serves as the conduct review committee, reviews our compliance with legal and regulatory requirements and oversees the performance, qualifications and independence of our external auditors. The Management Resources and Compensation Committee oversees our global human resources strategy, policies, programs, management succession, executive compensation, and pension plan governance. The Corporate Governance and Nominating Committee develops our governance policies, practices and procedures, among other things. The CEO is directly accountable to the Board of Directors for the results and operations of the Company and all risk taking activities and risk management practices required to achieve those results. The CEO is supported by the CRO as well as by the Executive Risk Committee (“ERC”). Together, they shape and promote our risk culture, guide risk taking throughout our global operations and strategically manage our overall risk profile. The ERC, along with other executive-level risk oversight committees, establishes risk policies, guides risk taking activity, monitors significant risk exposures and sponsors strategic risk management priorities throughout the organization. GRM, under the direction of the CRO, establishes and maintains our ERM Framework and oversees the execution of individual risk management programs across the enterprise. GRM seeks to ensure a consistent enterprise-wide assessment of risk, risk-based capital and risk-adjusted returns across all operations. The ERC approves and oversees the execution of the Company’s enterprise risk management program. It establishes and presents for approval to the Board the Company’s risk appetite and enterprise-wide risk limits and monitors our overall risk profile, including key and emerging risks and risk management activities. As part of these activities, the ERC monitors material risk exposures, endorses and reviews strategic risk management priorities, and reviews and assesses the impact of business strategies, opportunities and initiatives on our overall risk position. The ERC is supported by a number of oversight sub-committees including: Credit Committee, Product Oversight Committee, Global Asset Liability Committee, and the Operational Risk Committee. We also have divisional risk committees as well as a Global Wealth and Asset Management Risk Committee, each with mandates similar to the ERC, except with a focus at the divisional and global WAM business line levels, as applicable. Risk Appetite Risk taking activities are managed within the Company’s overall risk appetite, which defines the amount and types of risks the Company is willing to assume in pursuit of its objectives. It is comprised of three components: risk philosophy, risk appetite statements, and risk limits and tolerances. When making decisions about risk taking and risk management, Manulife places the highest priority on the following risk management objectives: ■ Safeguarding the commitments and expectations established with our customers, creditors, shareholders and employees; ■ Supporting the successful design and delivery of customer solutions; ■ Prudently and effectively deploying the capital invested in the Company by shareholders with appropriate risk/return profiles; and ■ Protecting and/or enhancing the Company’s reputation and brand. At least annually, we establish and/or reaffirm our risk appetite to ensure that our risk appetite and the Company’s strategy are aligned. The risk appetite statements provide ‘guideposts’ on our appetite for identified risks, any conditions placed on associated risk taking and direction for where quantitative risk limits should be established. The Company’s risk appetite statements are as follows: ■ Manulife accepts a total level of risk that provides a very high level of confidence to meeting customer obligations while targeting an appropriate overall return to shareholders over time; ■ The Company targets a credit rating amongst the strongest of its global peers; ■ Manulife values innovation and encourages initiatives intended to strengthen the customers’ experience and enhance competitive advantage; ■ Capital market risks are acceptable when they are managed within specific risk limits and tolerances; ■ The Company believes a diversified investment portfolio reduces overall risk and enhances returns; therefore, it accepts credit and ALDA-related risks; ■ The Company pursues product risks that add customer and shareholder value where there is competence to assess and monitor them, and for which appropriate compensation is received; 48 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis ■ Manulife accepts that operational risks are an inherent part of the business but will protect its business and customers’ assets through cost-effective operational risk mitigation; and ■ Manulife expects its officers and employees to act in accordance with the Company’s values, ethics and standards and to enhance its brand and reputation. Risk limits and tolerances are established for risks within our risk classification framework that are inherent in our strategies in order to define the types and amount of risk the Company will assume. Risk tolerance levels are set for risks deemed to be most significant to the Company and are established in relation to economic capital, earnings-at-risk and regulatory capital required. The purpose of risk limits is to cascade the total Company risk appetite to a level that can be effectively managed. Manulife establishes stand-alone risk limits for risk categories to avoid excessive concentration in any individual risk category and to manage the overall risk profile of the organization. Risk Identification, Measurement and Assessment We have a common approach and process to identify, measure, and assess the risks we assume. We evaluate all potential new business initiatives, acquisitions, product offerings, reinsurance arrangements, and investment and financing transactions on a comparable risk-adjusted basis. Divisions and functional groups are responsible for identifying and assessing key and emerging risks on an ongoing basis. A standard inventory of risks is used in all aspects of risk identification, measurement and assessment, and monitoring and reporting. Risk exposures are evaluated using a variety of risk measures focused on both short-term net income attributed to shareholders and long-term economic value, with certain measures used across all risk categories, while others apply only to some risks or a single risk type. Measures include stress tests such as sensitivity tests, scenario impact analyses and stochastic scenario modeling. In addition, qualitative risk assessments are performed, including for those risk types that cannot be reliably quantified. We perform a variety of stress tests on earnings, regulatory capital ratios, economic capital, earnings-at-risk and liquidity that consider significant, but plausible events. We also perform other integrated, complex scenario tests to assess key risks and the interaction of these risks. Economic capital and earnings-at-risk provide measures of enterprise-wide risk that can be aggregated and compared across business activities and risk types. Economic capital measures the amount of capital required to meet obligations with a high and pre-defined confidence level. Our earnings-at-risk metric measures the potential variance from quarterly expected earnings at a particular confidence level. Economic capital and earnings-at-risk are both determined using internal models. Risk Monitoring and Reporting Under the direction of the CRO, GRM oversees a formal process for monitoring and reporting on all significant risks at the Company- wide level. Risk exposures are also discussed at various risk oversight committees, along with any exceptions or proposed remedial actions, as required. On at least a quarterly basis, the ERC and the Board Risk Committee review risk reports that present an overview of our overall risk profile and exposures across our principal risks. The reports incorporate both quantitative risk exposure measures and sensitivities, and qualitative risk assessments. The reports also highlight key risk management activities and facilitate monitoring compliance with key risk policy limits. Our Chief Actuary presents the results of the Dynamic Capital Adequacy Test to the Board of Directors annually. Our Chief Auditor reports the results of internal audits of risk controls and risk management programs to the Audit Committee semi-annually. Management reviews the implementation of key risk management strategies, and their effectiveness, with the Board Risk Committee annually. Risk Control and Mitigation Risk control activities are in place throughout the Company to seek to mitigate risks within established risk limits. We believe our controls, which include policies, procedures, systems and processes, are appropriate and commensurate with the key risks faced at all levels across the Company. Such controls are an integral part of day-to-day activity, business management and decision making. GRM establishes and oversees formal review and approval processes for product offerings, insurance underwriting, reinsurance, investment activities and other material business activities, based on the nature, size and complexity of the risk taking activity involved. Authorities for assuming risk at the transaction level are delegated to specific individuals based on their skill, knowledge and experience. Emerging Risk The identification and assessment of our external environment for emerging risks is an important aspect of our enterprise risk management framework, as these risks, although yet to materialize, could have the potential to have a material impact on our operations. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 49 Our Emerging Risk Framework facilitates the ongoing identification, assessment and monitoring of emerging risks, and includes: maintaining a process that facilitates the ongoing discussion and evaluation of potential emerging risks with senior business and functional management; reviewing and validating emerging risks with the ERC; creating and executing on responses to each emerging risk based on prioritization; and monitoring and reporting on emerging risks on a regular basis. Regulatory Updates U.S. Tax Reform As noted in the “Overview” section above, U.S. Tax Reform is expected to benefit our net income attributed to shareholders and core earnings by approximately $240 million per year commencing in 2018.1 Due to the 14-point decrease in the effective U.S. corporate tax rate effective January 1, 2018, our after-tax risk sensitivities are more favourable for favourable scenarios and are more unfavourable for unfavourable scenarios. Life Insurance Capital Adequacy Test (“LICAT”) The Office of the Superintendent of Financial Institutions (“OSFI”) issued the final guideline for the new LICAT regulatory capital framework, which came into effect in Canada on January 1, 2018. LICAT replaced the Minimum Continuing Capital and Surplus Requirement (“MCCSR”) framework. With respect to the impact of LICAT, OSFI has noted that the:2 ■ Overall level of excess capital in the industry under LICAT versus MCCSR is not expected to change significantly; ■ LICAT ratios and MCCSR ratios are not directly comparable; and ■ Impact on individual life insurers will depend on the businesses they are engaged in, risks that they choose to take and how these risks are managed. While the impact of U.S. Tax Reform has reduced our capital position in the short and medium term, we expect to be in a healthy capital position under the new framework1 and will report our LICAT ratios as of March 31, 2018 when we report our first quarter 2018 results in May 2018. We will also convert the risk sensitivities currently measured with respect to their impact on MLI’s MCCSR ratio to a LICAT basis at that time. IFRS 17 “Insurance Contracts” (“IFRS 17”) IFRS 17 was issued by the International Accounting Standards Board (“IASB”) in May 2017 and is effective for years beginning on January 1, 2021, and to be applied retrospectively. If full retrospective application to a group of contracts is impractical, the modified retrospective or fair value methods may be used. The standard will replace IFRS 4 “Insurance Contracts” and will materially change the recognition and measurement of insurance contracts and the corresponding presentation and disclosures of the Company’s Financial Statements and MD&A. We are assessing the implications of this standard and expect that it will have a significant impact on the Company’s Consolidated Financial Statements. In addition, in certain jurisdictions, including Canada, it could have a material effect on tax and regulatory capital positions that are dependent upon IFRS accounting values. For life insurance companies, such as Manulife, that have complex long-duration products and/or regulatory and tax regimes dependent upon IFRS accounting values, we believe that an effective date of January 1, 2021 is aggressive. Therefore, while our implementation project is well underway, we and others in the life insurance industry are encouraging the IASB to defer the effective date. General Macro-Economic Risk Factors The global macro-economic environment has a significant impact on our financial plans and ability to implement our business strategy. The macro-economic environment can be significantly impacted by the actions of both the government sector (including central banks) and the private sector. The macro-economic environment may also be affected by natural and man-made catastrophes. Our business strategy and associated financial plans are developed by considering forecasts of economic growth, both globally and in the specific countries we operate. Actual economic growth can be significantly impacted by the macro-economic environment and can deviate significantly from forecast, thus impacting our financial results and the ability to implement our business strategy. Changes in the macro-economic environment can also have a significant impact on financial markets, including movements in interest rates, spreads on fixed income assets and returns on public equity and ALDA assets. Our financial plan, including income projections, capital projections, and valuation of liabilities are based on certain assumptions with respect to future movements in interest rates and spreads on fixed income assets, and expected future returns from our public equity and ALDA investments. Actual experience is highly variable and can deviate significantly from our assumptions, thus impacting our financial results. In addition, actual experience that is significantly different from our assumptions and/or changes in the macro-economic environment may result in changes to the assumptions themselves which would also impact our financial results. 1 See “Caution regarding forward-looking statements” above. 2 Slides 21 and 22, OSFI LICAT Webcast Information Session held on September 15, 2016. 50 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Specific changes in the macro-economic environment can have very different impacts across different parts of the business. For example, a rise in interest rates is generally beneficial to us in the long term but can adversely affect valuations of some ALDA assets, especially those that have returns dependent on contractual cash flows, such as real estate. The spending and savings patterns of our customers could be significantly influenced by the macro-economic environment and could have an impact on the products and services we offer to our customers. Customer behaviour and emergence of claims on our liabilities can be significantly impacted by the macro-economic environment. For example, a prolonged period of economic weakness could impact the health and well-being of our customers and that could result in increased claims for certain insurance risks. The following sections describe the risk management strategies for each of our six principal risk categories: strategic risk, market risk, liquidity risk, credit risk, insurance risk and operational risk. Strategic Risk Strategic risk is the risk of loss resulting from the inability to adequately plan or implement an appropriate business strategy, or to adapt to change in the external business, political or regulatory environment. Risk Management Strategy The CEO and Executive Leadership Team establish and oversee execution of business strategies and have accountability to identify and manage the risks embedded in these strategies. They are supported by a number of processes: ■ Strategic business, risk and capital planning that is reviewed with the Board of Directors, Executive Leadership Team, and the ERC; ■ Performance and risk reviews of all key businesses with the CEO and annual reviews with the Board of Directors; ■ Risk-based capital attribution and allocation designed to encourage a consistent decision-making framework across the organization; and ■ Review and approval of acquisitions and divestitures by the CEO and, where appropriate, the Board of Directors. The CEO and Executive Leadership Team are ultimately responsible for our reputation; however, our employees and representatives are responsible for conducting their business activities in a manner that upholds our reputation. This responsibility is executed through an enterprise-wide reputation risk policy that specifies the oversight responsibilities of the Board of Directors and the responsibilities of executive management, communication to and education of all directors, officers, employees and representatives, including our Code of Business Conduct and Ethics, and application of guiding principles in conducting all our business activities. IFRS 7 Disclosures The shaded text and tables in the following sections of this MD&A represent our disclosure on market and liquidity risk in accordance with IFRS 7, “Financial Instruments – Disclosures,” and include a discussion on how we measure risk and our objectives, policies and methodologies for managing these risks. Therefore, the following shaded text and tables represent an integral part of our audited annual Consolidated Financial Statements for the years ended December 31, 2017 and December 31, 2016. The fact that certain text and tables are considered an integral part of the Consolidated Financial Statements does not imply that the disclosures are of any greater importance than the sections not part of the disclosure. Accordingly, the “Risk Management” disclosure should be read in its entirety. Market Risk Market risk is the risk of loss resulting from market price volatility, interest rate change, credit and swap spread changes, and from adverse foreign currency rate movements. Market price volatility primarily relates to changes in prices of publicly traded equities and alternative long-duration assets. Market Risk Management Strategy Market risk is governed by the Global Asset Liability Committee which oversees the overall market and liquidity risk program. Our overall strategy to manage our market risks incorporates several component strategies, each targeted to manage one or more of the market risks arising from our businesses. At an enterprise level, these strategies are designed to manage our aggregate exposures to market risks against economic capital, regulatory required capital and earnings-at-risk limits. The following table outlines our key market risks and identifies the risk management strategies which contribute to managing these risks. Risk Management Strategy Key Market Risk Product design and pricing Variable annuity guarantee dynamic hedging Macro equity risk hedging Asset liability management Foreign exchange management Publicly Traded Equity Performance Risk Interest Rate and Spread Risk Alternative Long-Duration Asset Performance Risk Foreign Exchange Risk X X X X X X X X X X X X X X Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 51 To reduce publicly traded equity performance risk, we primarily use a variable annuity guarantee dynamic hedging strategy which is complemented by a general macro equity risk hedging strategy. Our strategies employed for variable annuity guarantee dynamic hedging and macro equity risk hedging expose the Company to additional risks. See “Risk Factors” below. In general, to seek to reduce interest rate risk, we lengthen the duration of our fixed income investments in our liability and surplus segments by executing interest rate hedges. We seek to limit concentration risk associated with ALDA performance by investing in a diversified basket of assets including public and private equities, commercial real estate, infrastructure, timber, farmland real estate, and oil and gas assets. We further diversify risk by managing investments against established limits, including for industry type and corporate connection, commercial real estate type and geography, and timber and farmland property geography and crop type. Our foreign exchange risk management strategy is designed to hedge the sensitivity of our regulatory capital ratios to movements in foreign exchange rates. Our policy is to generally match the currency of our assets with the currency of the liabilities they support, and similarly, to generally match the currency of the assets in our shareholders’ equity account to the currency of our required capital. Where assets and liabilities are not currency matched, we seek to stabilize our capital ratios through the use of financial instruments such as derivatives. Product Design and Pricing Strategy Our policies, standards, and standards of practice with respect to product design and pricing are designed with the objective of aligning our product offerings with our risk taking philosophy and risk appetite, and in particular, that incremental risk generated from new sales aligns with our strategic risk objectives and risk limits. The specific design features of our product offerings, including level of benefit guarantees, policyholder options, fund offerings and availability restrictions as well as our associated investment strategies, help to mitigate the level of underlying risk. We regularly review and modify key features within our product offerings, including premiums and fee charges with a goal of meeting profit targets and staying within risk limits. Certain of our general fund adjustable benefit products have minimum rate guarantees. The rate guarantees for any particular policy are set at the time the policy is issued and governed by insurance regulation in each jurisdiction where the products are sold. The contractual provisions allow crediting rates to be re-set at pre-established intervals subject to the established minimum crediting rate guarantees. The Company may partially mitigate the interest rate exposure by setting new rates on new business and by adjusting rates on in-force business where permitted. In addition, the Company partially mitigates this interest rate risk through its asset liability management process, product design elements, and crediting rate strategies. New product initiatives, new reinsurance arrangements and material insurance underwriting initiatives must be reviewed and approved by the CRO or key individuals within risk management functions. Hedging Strategies for Variable Annuity and Other Equity Risks The Company’s exposure to movement in public equity market values primarily arises from variable annuity guarantees and to a smaller extent from asset-based fees and general fund public equity holdings. Dynamic hedging is the primary hedging strategy for variable annuity market risks. Dynamic hedging is employed for new variable annuity guarantees business when written or as soon as practical thereafter. We seek to manage public equity risk arising from other sources (not dynamically hedged) through our macro equity risk hedging strategy. We seek to manage interest rate risk arising from variable annuity business not dynamically hedged within our asset liability management strategy. Variable Annuity Dynamic Hedging Strategy The variable annuity dynamic hedging strategy is designed to hedge the sensitivity of variable annuity guarantee policy liabilities and available capital to fund performance (both public equity and bond funds) and interest rate movements. The objective of the variable annuity dynamic hedging strategy is to offset, as closely as possible, the change in the economic value of guarantees with the profit and loss from our hedge asset portfolio. The economic value of guarantees moves in close tandem, but not exactly, with our variable annuity guarantee policy liabilities, as it reflects best estimate liabilities and does not include any liability provisions for adverse deviations. Our current variable annuity guarantee dynamic hedging approach is to short exchange-traded equity index and government bond futures and execute currency futures and lengthening interest rate swaps to hedge sensitivity of policy liabilities to fund performance and interest rate movements arising from variable annuity guarantees. We dynamically rebalance these hedge instruments as market conditions change, in order to maintain the hedged position within established limits. Other derivative instruments (such as equity and interest rate options) are also utilized and we may consider the use of additional hedge instruments opportunistically in the future. Our variable annuity guarantee dynamic hedging strategy is not designed to completely offset the sensitivity of policy liabilities to all risks associated with the guarantees embedded in these products. The profit (loss) on the hedge instruments will not completely offset the underlying losses (gains) related to the guarantee liabilities hedged because: ■ Policyholder behaviour and mortality experience are not hedged; ■ Provisions for adverse deviation in the policy liabilities are not hedged; ■ A portion of interest rate risk is not hedged; ■ Credit spreads widen and actions are not taken to adjust accordingly; 52 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis ■ Fund performance on a small portion of the underlying funds is not hedged due to lack of availability of effective exchange-traded hedge instruments; ■ Performance of the underlying funds hedged may differ from the performance of the corresponding hedge instruments; ■ Correlations between interest rates and equity markets could lead to unfavourable material impacts; ■ Unfavourable hedge rebalancing costs can be incurred during periods of high volatility from equity markets, bond markets and/or interest rates. The impact is magnified when these impacts occur concurrently; and ■ Not all other risks are hedged. Macro Equity Risk Hedging Strategy The objective of the macro equity risk hedging program is to maintain our overall earnings sensitivity to public equity market movements within our Board approved risk appetite limits. The macro equity risk hedging program is designed to hedge earnings sensitivity due to movements in public equity markets arising from all sources (outside of dynamically hedged exposures). Sources of equity market sensitivity addressed by the macro equity risk hedging program include: ■ Residual equity and currency exposure from variable annuity guarantees not dynamically hedged; ■ General fund equity holdings backing non-participating liabilities; ■ Variable life insurance; ■ Unhedged provisions for adverse deviation related to variable annuity guarantees dynamically hedged; and ■ Variable annuity fees not associated with guarantees and fees on segregated funds without guarantees, mutual funds and institutional assets managed. Asset Liability Management Strategy Our asset liability management strategy is designed to help ensure that the market risks embedded in our assets and liabilities held in the Company’s general fund are effectively managed and that risk exposures arising from these assets and liabilities are maintained below targeted levels. The embedded market risks include risks related to the level and movement of interest rates and credit spreads, public equity market performance, ALDA performance and foreign exchange rate movements. General fund product liabilities are segmented into groups with similar characteristics that are supported by specific asset segments. We seek to manage each segment to a target investment strategy appropriate for the premium and benefit pattern, policyholder options and guarantees, and crediting rate strategies of the products they support. Similar strategies are established for assets in the Company’s surplus account. The strategies are set using portfolio analysis techniques intended to optimize returns, subject to considerations related to regulatory and economic capital requirements, and risk tolerances. They are designed to achieve broad diversification across asset classes and individual investment risks while being suitably aligned with the liabilities they support. The strategies encompass asset mix, quality rating, term profile, liquidity, currency and industry concentration targets. Products which feature guaranteed liability cash flows (i.e. where the projected net flows are not materially dependent upon economic scenarios) are managed to a target return investment strategy. The products backed by this asset segment include: ■ Accumulation annuities (other than annuities with pass-through features), which are primarily short-to-medium-term obligations and offer interest rate guarantees for specified terms on single premiums. Withdrawals may or may not have market value adjustments; ■ Payout annuities, which have no surrender options and include predictable and very long-dated obligations; and ■ Insurance products, with recurring premiums extending many years in the future, and which also include a significant component of very long-dated obligations. We seek to manage the assets backing these long-dated benefits to achieve a target return sufficient to support the obligations over their lifetime, subject to established risk tolerances, by investing in a basket of diversified ALDA with the balance invested in fixed income securities. Utilizing ALDA to partially support these products is intended to enhance long-term investment returns and reduce aggregate risk through diversification. The size of the target ALDA portfolio is dependent upon the size and term of each segment’s liability obligations, subject to risk tolerance levels. We seek to manage fixed income assets to a benchmark developed to minimize interest rate risk against the residual liabilities and to achieve target returns/spreads required to preserve long-term interest rate investment assumptions used in liability pricing. For insurance and annuity products where significant pass-through features exist, a total return strategy approach is used, generally combining fixed income and ALDA. ALDA may be included to enhance long-term investment returns and reduce aggregate risk through diversification. Target investment strategies are established using portfolio analysis techniques that seek to optimize long term investment returns while considering the risks related to embedded product guarantees and policyholder withdrawal options, the impact of regulatory and economic capital requirements and management tolerances with respect to short-term income volatility and long-term tail risk exposure. Shorter-duration liabilities such as fixed deferred annuities generally do not incorporate ALDA in their target asset mixes. In our general fund, we seek to limit concentration risk associated with ALDA performance by investing in a diversified basket of assets including public and private equities, commercial real estate, infrastructure, timber, farmland real estate, and oil and gas assets. We further diversify risk by managing investments against established limits, including for industry type and corporate connection, commercial real estate type and geography, and timber and farmland property geography and crop type. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 53 Authority to manage our investment portfolios is delegated to investment professionals who manage to benchmarks derived from the target investment strategies established for each segment, including interest rate risk tolerances. Interest rate risk exposure measures are monitored and communicated to portfolio managers with frequencies ranging from daily to annually, depending on the type of liability. Asset portfolio rebalancing, accomplished using cash investments or derivatives, may occur at frequencies ranging from daily to monthly, depending on our established risk tolerances and the potential for changes in the profile of the assets and liabilities. Our asset liability management strategy incorporates a wide variety of risk measurement, risk mitigation and risk management, and hedging processes. The liabilities and risks to which the Company is exposed, however, cannot be completely matched or hedged due to both limitations on instruments available in investment markets and uncertainty of impact on liability cash flows from policyholder experience/behaviour. As noted above, on December 22, 2017 we announced our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months. This decision will reduce our exposure to ALDA returns, excluding the impact of U.S. Tax Reform, and excluding the impact of additional interest rate hedging, generally increases our exposure to changes in interest rates. Foreign Exchange Risk Management Strategy Our foreign exchange risk management strategy is designed to hedge the sensitivity of our regulatory capital ratios to movements in foreign exchange rates. In particular, the objective of the strategy is to offset within acceptable tolerance levels, changes in required capital with changes in available capital that result from currency movements. These changes occur when assets and liabilities related to business conducted in currencies other than Canadian dollars are translated to Canadian dollars at period ending exchange rates. Our policy is to generally match the currency of our assets with the currency of the liabilities they support, and similarly, to generally match the currency of the assets in our shareholders’ equity account to the currency of our required capital. Where assets and liabilities are not currency matched, we would seek to stabilize our capital ratios through the use of forward contracts and currency swaps. Risk exposure limits are measured in terms of potential changes in capital ratios due to foreign exchange rate movements, determined to represent a specified likelihood of occurrence based on internal models. Market Risk Sensitivities and Market Risk Exposure Measures Variable Annuity and Segregated Fund Guarantees Sensitivities and Risk Exposure Measures Guarantees on variable annuity products and segregated funds may include one or more of death, maturity, income and withdrawal guarantees. Variable annuity and segregated fund guarantees are contingent and only payable upon the occurrence of the relevant event, if fund values at that time are below guaranteed values. Depending on future equity market levels, liabilities on current in-force business would be due primarily in the period from 2018 to 2038. We seek to mitigate a portion of the risks embedded in our retained (i.e. net of reinsurance) variable annuity and segregated fund guarantee business through the combination of our dynamic and macro hedging strategies (see “Publicly Traded Equity Performance Risk” below). The table below shows selected information regarding the Company’s variable annuity and segregated fund investment-related guarantees gross and net of reinsurance. Variable annuity and segregated fund guarantees, net of reinsurance As at December 31, ($ millions) Guaranteed minimum income benefit(1) Guaranteed minimum withdrawal benefit Guaranteed minimum accumulation benefit Gross living benefits(2) Gross death benefits(3) Total gross of reinsurance Living benefits reinsured Death benefits reinsured Total reinsured Total, net of reinsurance 2017 2016 Guarantee value Amount Fund value at risk(4),(5) Guarantee value Amount Fund value at risk(4),(5) $ 5,201 $ 4,195 $ 1,074 5,943 11 61,767 18,162 56,512 18,705 85,130 10,743 79,412 16,973 95,873 96,385 4,522 3,014 7,536 3,667 3,040 6,707 7,028 1,001 8,029 911 435 1,346 $ 5,987 68,594 19,482 94,063 12,200 $ 4,432 $ 1,570 9,135 27 59,593 19,989 84,014 16,614 10,732 1,350 106,263 100,628 12,082 5,241 3,429 8,670 3,903 3,202 7,105 1,349 564 1,913 $ 88,337 $ 89,678 $ 6,683 $ 97,593 $93,523 $10,169 (1) Contracts with guaranteed long-term care benefits are included in this category. (2) Where a policy includes both living and death benefits, the guarantee in excess of the living benefit is included in the death benefit category as outlined in footnote 3. (3) Death benefits include stand-alone guarantees and guarantees in excess of living benefit guarantees where both death and living benefits are provided on a policy. 54 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis (4) Amount at risk (in-the-money amount) is the excess of guarantee values over fund values on all policies where the guarantee value exceeds the fund value. This amount is not currently payable. For guaranteed minimum death benefit, the amount at risk is defined as the current guaranteed minimum death benefit in excess of the current account balance. For guaranteed minimum income benefit, the amount at risk is defined as the excess of the current annuitization income base over the current account value. For all guarantees, the amount at risk is floored at zero at the single contract level. (5) The amount at risk net of reinsurance at December 31, 2017 was $6,683 million (2016 – $10,169 million) of which: US$3,982 million (2016 – US$6,008 million) was on our U.S. business, $1,342 million (2016 – $1,499 million) was on our Canadian business, US$95 million (2016 – US$206 million) was on our Japan business and US$181 million (2016 – US$244 million) was related to Asia (other than Japan) and our run-off reinsurance business. Investment categories for variable contracts with guarantees Variable contracts with guarantees, including variable annuities and variable life, are invested, at the policyholder’s discretion subject to contract limitations, in various fund types within the segregated fund accounts and other investments. The account balances by investment category are set out below. As at December 31, ($ millions) Investment category Equity funds Balanced funds Bond funds Money market funds Other fixed interest rate investments Total Caution Related to Sensitivities 2017 2016 $ 47,508 47,369 13,095 1,905 1,777 $ 41,805 57,571 11,588 2,127 1,807 $ 111,654 $ 114,898 In the sections that follow, we provide sensitivities and risk exposure measures for certain risks. These include sensitivities due to specific changes in market prices and interest rate levels projected using internal models as at a specific date, and are measured relative to a starting level reflecting the Company’s assets and liabilities at that date and the actuarial factors, investment activity and investment returns assumed in the determination of policy liabilities. The risk exposures measure the impact of changing one factor at a time and assume that all other factors remain unchanged. Actual results can differ significantly from these estimates for a variety of reasons including the interaction among these factors when more than one changes; changes in actuarial and investment return and future investment activity assumptions; actual experience differing from the assumptions, changes in business mix, effective tax rates and other market factors; and the general limitations of our internal models. For these reasons, the sensitivities should only be viewed as directional estimates of the underlying sensitivities for the respective factors based on the assumptions outlined below. Given the nature of these calculations, we cannot provide assurance that the actual impact on net income attributed to shareholders will be as indicated or on MLI’s MCCSR ratio will be as indicated. As noted above, LICAT replaced the MCCSR regulatory capital framework on January 1, 2018 and we will update the sensitivity measures for the change in capital framework in May 2018. Publicly Traded Equity Performance Risk Sensitivities and Exposure Measures As outlined above, the macro hedging strategy is designed to mitigate public equity risk arising from variable annuity guarantees not dynamically hedged and from other products and fees. In addition, our variable annuity guarantee dynamic hedging strategy is not designed to completely offset the sensitivity of policy liabilities to all risks associated with the guarantees embedded in these products. The table below shows the potential impact on net income attributed to shareholders resulting from an immediate 10%, 20% and 30% change in market values of publicly traded equities followed by a return to the expected level of growth assumed in the valuation of policy liabilities. If market values were to remain flat for an entire year, the potential impact would be roughly equivalent to an immediate decline in market values equal to the expected level of annual growth assumed in the valuation of policy liabilities. Further, if after market values dropped 10%, 20% or 30% they continued to decline, remained flat, or grew more slowly than assumed in the valuation the potential impact on net income attributed to shareholders could be considerably more than shown. Refer to “Sensitivity of Earnings to Changes in Assumptions” for more information on the level of growth assumed and on the net income sensitivity to changes in these long-term assumptions. The potential impact is shown after taking into account the impact of the change in markets on the hedge assets. While we cannot reliably estimate the amount of the change in dynamically hedged variable annuity guarantee liabilities that will not be offset by the profit or loss on the dynamic hedge assets, we make certain assumptions for the purposes of estimating the impact on net income attributed to shareholders. This estimate assumes that the performance of the dynamic hedging program would not completely offset the gain/loss from the dynamically hedged variable annuity guarantee liabilities. It assumes that the hedge assets are based on the actual position at the period end, and that equity hedges in the dynamic program are rebalanced at 5% intervals. In addition, we assume that the macro hedge assets are rebalanced in line with market changes. It is also important to note that these estimates are illustrative, and that the hedging program may underperform these estimates, particularly during periods of high realized volatility and/or periods where both interest rates and equity market movements are unfavourable. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 55 The Standards of Practice for the valuation of insurance contract liabilities and guidance published by the CIA constrain the investment return assumptions for public equities and certain ALDA assets based on historical return benchmarks for public equities. The potential impact on net income attributed to shareholders does not take into account possible changes to investment return assumptions resulting from the impact of declines in public equity market values on these historical return benchmarks. Potential immediate impact on net income attributed to shareholders arising from changes to public equity returns(1),(2),(3),(4) As at December 31, 2017 ($ millions) -30% -20% -10% 10% 20% 30% Underlying sensitivity to net income attributed to shareholders(5) Variable annuity guarantees Asset based fees General fund equity investments(6) Total underlying sensitivity before hedging Impact of macro and dynamic hedge assets(7) $ (3,940) $ (2,260) (340) (590) (510) (930) (5,380) 3,220 (3,190) 1,850 $ (960) (170) (270) (1,400) 790 $ 670 170 270 $1,110 340 540 $1,410 510 810 1,110 (640) 1,990 (1,100) 2,730 (1,410) Net potential impact on net income after impact of hedging $ (2,160) $ (1,340) $ (610) $ 470 $ 890 $1,320 As at December 31, 2016 ($ millions) Underlying sensitivity to net income attributed to shareholders(5) Variable annuity guarantees Asset based fees General fund equity investments(6) Total underlying sensitivity before hedging Impact of macro and dynamic hedge assets(7) Net potential impact on net income attributed to shareholders -30% -20% -10% 10% 20% 30% $ (4,830) $ (2,920) (280) (590) (410) (910) (6,150) 4,050 (3,790) 2,440 $(1,290) (140) (270) (1,700) 1,060 $1,000 140 240 1,380 (910) $1,690 280 490 2,460 (1,610) $2,170 410 750 3,330 (2,160) after impact of hedging $ (2,100) $ (1,350) $ (640) $ 470 $ 850 $1,170 (1) See “Caution Related to Sensitivities” above. (2) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018. Due to the lower effective tax rate, the after- tax impact of changes to public equity returns increases. (3) The tables above show the potential impact on net income attributed to shareholders resulting from an immediate 10%, 20% and 30% change in market values of publicly traded equities followed by a return to the expected level of growth assumed in the valuation of policy liabilities. (4) Please refer to “Sensitivity of Earnings to Changes in Assumptions” for more information on the level of growth assumed and on the net income sensitivity to changes in these long-term assumptions. (5) Defined as earnings sensitivity to a change in public equity markets including settlements on reinsurance contracts, but before the offset of hedge assets or other risk mitigants. (6) This impact for general fund equities is calculated as at a point-in-time and does not include: (i) any potential impact on public equity weightings; (ii) any gains or losses on AFS public equities held in the Corporate and Other segment; or (iii) any gains or losses on public equity investments held in Manulife Bank. The participating policy funds are largely self-supporting and generate no material impact on net income attributed to shareholders as a result of changes in equity markets. (7) Includes the impact of rebalancing equity hedges in the macro and dynamic hedging program. The impact of dynamic hedge rebalancing represents the impact of rebalancing equity hedges for dynamically hedged variable annuity guarantee best estimate liabilities at 5% intervals, but does not include any impact in respect of other sources of hedge ineffectiveness (e.g. fund tracking, realized volatility and equity, interest rate correlations different from expected among other factors). Changes in equity markets impact our available and required components of the MCCSR ratio. The following table shows the potential impact to MLI’s MCCSR ratio resulting from changes in public equity market values, assuming that the change in the value of the hedge assets does not completely offset the change of the related variable annuity guarantee liabilities. Potential immediate impact on MLI’s MCCSR ratio arising from public equity returns different than the expected return for policy liability valuation(1),(2),(3),(4) Percentage points December 31, 2017 December 31, 2016 Impact on MLI’s MCCSR ratio -30% -20% -10% 10% 20% 30% (14) (12) (8) (8) (4) (4) 3 3 11 14 14 18 (1) See “Caution Related to Sensitivities” above. In addition, estimates exclude changes to the net actuarial gains/losses with respect to the Company’s pension obligations as a result of changes in equity markets, as the impact on the quoted sensitivities is not considered to be material. (2) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018. Due to the lower effective tax rate, the after-tax impact of changes to public equity returns increases. (3) The potential impact is shown assuming that the change in value of the hedge assets does not completely offset the change in the dynamically hedged variable annuity guarantee liabilities. The estimated amount that would not be completely offset relates to our practices of not hedging the provisions for adverse deviation and of rebalancing equity hedges for dynamically hedged variable annuity liabilities at 5% intervals. (4) OSFI rules for segregated fund guarantees reflect full capital impacts of shocks over 20 quarters within a prescribed range. As such, the deterioration in equity markets could lead to further increases in capital requirements after the initial shock. 56 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Interest Rate and Spread Risk Sensitivities and Exposure Measures At December 31, 2017, we estimated the sensitivity of our net income attributed to shareholders to a 50 basis point parallel decline in interest rates to be a charge of $200 million, and to a 50 basis point increase in interest rates to be a benefit of $100 million. The table below shows the potential impact on net income attributed to shareholders from a 50 basis point parallel move in interest rates. This includes a change of 50 basis points in current government, swap and corporate rates for all maturities across all markets with no change in credit spreads between government, swap and corporate rates, and with a floor of zero on government rates where government rates are not currently negative, relative to the rates assumed in the valuation of policy liabilities, including embedded derivatives. For variable annuity guarantee liabilities that are dynamically hedged, it is assumed that interest rate hedges are rebalanced at 20 basis point intervals. As the sensitivity to a 50 basis point change in interest rates includes any associated change in the applicable reinvestment scenarios, the impact of changes to interest rates for less than, or more than 50 basis points is unlikely to be linear. Furthermore, our sensitivities are not consistent across all regions in which we operate, and the impact of yield curve changes will vary depending upon the geography where the change occurs. Reinvestment assumptions used in the valuation of policy liabilities tend to amplify the negative effects of a decrease in interest rates, and dampen the positive effects of interest rate increases. This is because the reinvestment assumptions used in the valuation of our insurance liabilities are based on interest rate scenarios and calibration criteria set by the Actuarial Standards Board, while our interest rate hedges are valued using current market interest rates. Therefore, in any particular quarter, changes to the reinvestment assumptions are not fully aligned to changes in current market interest rates especially when there is a significant change in the shape of the interest rate curve. As a result, the impact from non-parallel movements may be materially different from the estimated impact of parallel movements. For example, if long-term interest rates increase more than short-term interest rates (sometimes referred to as a steepening of the yield curve) in North America, the decrease in the value of our swaps may be greater than the decrease in the value of our insurance liabilities. This could result in a charge to net income attributed to shareholders in the short-term even though the rising and steepening, if sustained, may have a positive long-term economic impact. The potential impact on net income attributed to shareholders does not take into account any future potential changes to our URR assumptions or calibration criteria for stochastic risk-free rates or other potential impacts of lower interest rate levels, for example, increased strain on the sale of new business or lower interest earned on our surplus assets. The impact also does not reflect any unrealized gains or losses on AFS fixed income assets held in our surplus segment. Changes in the market value of these assets may provide a natural economic offset to the interest rate risk arising from our product liabilities. In order for there to also be an accounting offset, the Company would need to realize a portion of the AFS fixed income asset unrealized gains or losses. It is not certain we would crystallize any of the unrealized gains or losses available. As at December 31, 2017, the AFS fixed income assets held in the surplus segment were in a net after-tax unrealized loss position of $223 million. The impact does not reflect any potential effect of changing interest rates to the value of our ALDA assets. Rising interest rates could negatively impact the value of our ALDA assets (see “Critical Accounting and Actuarial Policies – Fair Value of Invested Assets”, below). More information on ALDA can be found under the section “Alternative Long-Duration Asset Performance Risk Sensitivities and Exposure Measures”, below. The following table shows the potential impact on net income attributed to shareholders including the change in the market value of AFS fixed income assets held in our surplus segment, which could be realized through the sale of these assets. Potential impact on net income attributed to shareholders and MLI’s MCCSR ratio of an immediate parallel change in interest rates relative to rates assumed in the valuation of policy liabilities(1),(2),(3),(4),(5) As at December 31, Net income attributed to shareholders ($ millions) Excluding change in market value of AFS fixed income assets held in the surplus segment From fair value changes in AFS fixed income assets held in surplus, if realized MLI’s MCCSR ratio (Percentage points) Before impact of change in market value of AFS fixed income assets held in the surplus segment(6) From fair value changes in AFS fixed income assets held in surplus, if realized 2017 2016 -50bp +50bp -50bp +50bp $ (200) 1,100 $ 100 (1,000) $ – 1,000 $ – (900) (7) 4 5 (5) (6) 1 5 (4) (1) See “Caution Related to Sensitivities” above. In addition, estimates exclude changes to the net actuarial gains/losses with respect to the Company’s pension obligations as a result of changes in interest rates, as the impact on the quoted sensitivities is not considered to be material. (2) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018 and the decision to change the portfolio asset mix supporting our legacy businesses over the next 12-18 months. (3) Includes guaranteed insurance and annuity products, including variable annuity contracts as well as adjustable benefit products where benefits are generally adjusted as interest rates and investment returns change, a portion of which have minimum credited rate guarantees. For adjustable benefit products subject to minimum rate guarantees, the sensitivities are based on the assumption that credited rates will be floored at the minimum. (4) The amount of gain or loss that can be realized on AFS fixed income assets held in the surplus segment will depend on the aggregate amount of unrealized gain or loss. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 57 (5) Sensitivities are based on projected asset and liability cash flows and the impact of realizing fair value changes in AFS fixed income is based on the holdings at the end of the period. (6) The impact on MLI’s MCCSR ratio includes both the impact of lower earnings on available capital as well as the increase in required capital that results from a decline in interest rates. The $200 million increase in sensitivity to a 50 basis point decline in interest rates from December 31, 2016 was primarily due to normal rebalancing as part of our interest risk hedging program and our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months. Since the decision to change the portfolio asset mix supporting our legacy businesses requires us to complete multiple asset dispositions over the next 12-18 months, we are exposed to the rates at which the proceeds from these dispositions can be reinvested. The following tables show the potential impact on net income attributed to shareholders resulting from a change in corporate spreads and swap spreads over government bond rates for all maturities across all markets with a floor of zero on the total interest rate, relative to the spreads assumed in the valuation of policy liabilities. Potential impact on net income attributed to shareholders arising from changes to corporate spreads and swap spreads(1),(2),(3),(4) As at December 31, ($ millions) Corporate spreads(5),(6) Increase 50 basis points Decrease 50 basis points Swap spreads Increase 20 basis points Decrease 20 basis points 2017 2016 $ 1,000 (1,000) $ 700 (800) $ (400) 400 $(500) 500 (1) See “Caution Related to Sensitivities” above. (2) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018 and the decision to change the portfolio asset mix of our North American legacy businesses over the next 12-18 months. (3) The impact on net income attributed to shareholders assumes no gains or losses are realized on our AFS fixed income assets held in the surplus segment and excludes the impact of changes in segregated fund bond values due to changes in credit spreads. The participating policy funds are largely self-supporting and generate no material impact on net income attributed to shareholders as a result of changes in corporate and swap spreads. (4) Sensitivities are based on projected asset and liability cash flows. (5) Corporate spreads are assumed to grade to the long-term average over five years. (6) As the sensitivity to a 50 basis point decline in corporate spreads includes the impact of a change in deterministic reinvestment scenarios where applicable, the impact of changes to corporate spreads for less than, or more than, the amounts indicated are unlikely to be linear. The $200 million increase in sensitivity to a 50 basis point decline in corporate spreads from December 31, 2016 was primarily due to our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months and the lower U.S. corporate tax rates effective January 1, 2018. Since the decision to change the portfolio asset mix supporting our legacy businesses requires us to complete multiple asset dispositions over the next 12-18 months, we are exposed to the rates at which the proceeds from these dispositions can be reinvested. Swap spreads remain at low levels, and if they were to rise, this could generate material charges to net income attributed to shareholders. Alternative Long-Duration Asset Performance Risk Sensitivities and Exposure Measures The following table shows the potential impact on net income attributed to shareholders resulting from an immediate 10% change in market values of ALDA followed by a return to the expected level of growth assumed in the valuation of policy liabilities. If market values were to remain flat for an entire year, the potential impact would be roughly equivalent to an immediate decline in market values equal to the expected level of annual growth assumed in the valuation of policy liabilities. Further, if after market values dropped 10% they continued to decline, remained flat, or grew more slowly than assumed in the valuation of policy liabilities, the potential impact on net income attributed to shareholders could be considerably more than shown. Refer to “Sensitivity of Earnings to Changes in Assumptions” below, for more information on the level of growth assumed and on the net income sensitivity to changes in these long-term assumptions. ALDA includes commercial real estate, timber and farmland real estate, oil and gas direct holdings, and private equities, some of which relate to oil and gas. 58 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Potential impact on net income attributed to shareholders arising from changes in ALDA returns(1),(2),(3),(4),(5),(6),(7) As at December 31, ($ millions) Real estate, agriculture and timber assets Private equities and other ALDA Alternative long-duration assets 2017 2016 -10% 10% -10% 10% $ (1,300) (1,500) $ 1,300 1,400 $ (1,300) (1,200) $ 1,200 1,200 $ (2,800) $ 2,700 $ (2,500) $ 2,400 (1) See “Caution Related to Sensitivities” above. (2) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018. (3) This impact is calculated as at a point-in-time impact and does not include: (i) any potential impact on ALDA weightings or (ii) any gains or losses on ALDA held in the Corporate and Other segment. (4) The participating policy funds are largely self-supporting and generate no material impact on net income attributed to shareholders as a result of changes in ALDA returns. For some classes of ALDA, where there is not an appropriate long-term benchmark available, the return assumptions used in valuation are not permitted by the Standards of Practice and CIA guidance to result in a lower reserve than an assumption based on a historical return benchmark for public equities in the same jurisdiction. (5) Net income impact does not consider any impact of the market correction on assumed future return assumptions. (6) Please refer to “Sensitivity of Earnings to Changes in Assumptions” below, for more information on the level of growth assumed and on the net income sensitivity to changes in these long-term assumptions. (7) The sensitivities as at December 31, 2017 do not include the impact of the decision to change the portfolio asset mix supporting our North American legacy business as no changes to the portfolio had been made as of that date. The reduction in the allocation to ALDA in the portfolio asset mix will be reflected in the sensitivity as it occurs over the next 12-18 months. The $300 million increase in sensitivity to a 10% decline in alternative long-duration assets from December 31, 2016 was primarily due to the lower U.S. corporate income tax rates effective January 1, 2018. Foreign Exchange Risk Sensitivities and Exposure Measures The Company generally matches the currency of its assets with the currency of the insurance and investment contract liabilities they support, with the objective of mitigating risk of loss arising from currency exchange rate changes. As at December 31, 2017, the Company did not have a material unmatched currency exposure. The following table shows the potential impact on core earnings of a 10% change in the Canadian dollar relative to our key operating currencies. Potential impact on core earnings(1),(2),(3) As at December 31, ($ millions) 2017 2016 +10% strengthening -10% weakening +10% strengthening -10% weakening 10% change in the Canadian dollar relative to the U.S. dollar and the Hong Kong dollar 10% change in the Canadian dollar relative to the Japanese yen $ (280) (60) $ 280 60 $ (230) (50) $ 230 50 (1) This item is a non-GAAP measure. See “Performance and Non-GAAP Measures” below. (2) See “Caution Related to Sensitivities” above. (3) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018. Liquidity Risk Liquidity risk is the risk of not having access to sufficient funds or liquid assets to meet both expected and unexpected cash and collateral demands. Liquidity Risk Management Strategy Global liquidity management policies and procedures are designed to provide adequate liquidity to cover cash and collateral obligations as they come due, and to sustain and grow operations in both normal and stressed conditions. They reflect legal, regulatory, tax, operational or economic impediments to inter-entity funding. The asset mix of our balance sheet takes into account the need to hold adequate unencumbered and appropriate liquid assets to satisfy the requirements arising under stressed scenarios and to allow our liquidity ratios to remain strong. We manage liquidity centrally and closely monitor the liquidity positions of our principal subsidiaries. We seek to mitigate liquidity risk by diversifying our business across different products, markets, geographical regions and policyholders. We design insurance products to encourage policyholders to maintain their policies in-force, to help generate a diversified and stable flow of recurring premium income. We design the policyholder termination features of our wealth management products and related investment strategies with the goal of mitigating the financial exposure and liquidity risk related to unexpected policyholder terminations. We establish and implement investment strategies intended to match the term profile of the assets to the liabilities they support, taking into account the potential for unexpected policyholder terminations and resulting liquidity needs. Liquid assets represent a large portion of our total assets. We aim to reduce liquidity risk in our deposit funded businesses by diversifying our Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 59 funding sources and appropriately managing the term structure of our funding. We forecast and monitor daily operating liquidity and cash movements in various individual entities and operations as well as centrally, aiming to ensure liquidity is available and cash is employed optimally. We also maintain centralized cash pools and access to other sources of liquidity and contingent liquidity such as repurchase funding agreements. Our centralized cash pool consists of cash or near-cash, high quality short-term investments that are continually monitored for their credit quality and market liquidity. We have established a variety of contingent funding sources. We maintain a $500 million committed unsecured revolving credit facility with certain Canadian chartered banks available for MFC, and a US$500 million committed unsecured revolving credit facility with certain U.S. banks available for MFC and certain of its subsidiaries. There were no outstanding borrowings under these credit facilities as of December 31, 2017. In addition, JHUSA is a member of the Federal Home Loan Bank of Indianapolis (“FHLBI”), which enables the Company to obtain loans from FHLBI as an alternative source of liquidity that is collateralized by qualifying mortgage loans, mortgage-backed securities and U.S. Treasury and Agency securities. Based on regulatory limitations, as of December 31, 2017, JHUSA had an estimated maximum borrowing capacity of US$4.3 billion under the FHLBI facility, with no amounts outstanding. The following table outlines the maturity of the Company’s significant financial liabilities. Maturity of financial liabilities(1) As at December 31, 2017 ($ millions) Long-term debt Capital instruments Derivatives Deposits from Bank clients(2) Lease obligations Less than 1 year $ 401 – 224 15,322 126 1 to 3 years 3 to 5 years $ 626 – 149 1,373 172 $ – – 168 1,436 89 Over 5 years $ 3,758 8,387 7,281 – 451 Total $ 4,785 8,387 7,822 18,131 838 (1) The amounts shown above are net of the related unamortized deferred issue costs. (2) Carrying value and fair value of deposits from Bank clients as at December 31, 2017 was $18,131 million and $18,149 million, respectively (2016 – $17,919 million and $17,978 million, respectively). Fair value is determined by discounting contractual cash flows, using market interest rates currently offered for deposits with similar terms and conditions. All deposits from Bank clients were categorized in Level 2 of the fair value hierarchy (2016 – Level 2). Through the normal course of business, pledging of assets is required to comply with jurisdictional regulatory and other requirements including collateral pledged to partially mitigate derivative counterparty credit risk, assets pledged to exchanges as initial margin and assets held as collateral for repurchase funding agreements. Total unencumbered assets were $396.8 billion as at December 31, 2017 (2016 – $396.3 billion). Liquidity Risk Exposure Measures We manage liquidity levels of the consolidated group and key subsidiaries against established thresholds. We measure liquidity under both immediate (within one month) and ongoing (within one year) stress scenarios. Our policy is to maintain the ratio of assets to liabilities, both adjusted for their liquidity values, above the pre-established limit. Increased use of derivatives for hedging purposes has necessitated greater emphasis on measurement and management of contingent liquidity risk related to these instruments. The market value of our derivative portfolio is therefore regularly stress tested to assess the potential collateral and cash settlement requirements under various market conditions. Manulife Bank (the “Bank”) has a stand-alone liquidity risk management policy framework. The framework includes stress testing, cash flow modeling, a funding plan and a contingency plan. The Bank has an established securitization infrastructure which enables the Bank to access a range of funding and liquidity sources. The Bank models extreme but plausible stress scenarios that demonstrate that the Bank has a sufficient pool of highly liquid money market securities and holdings of sovereign bonds, near-sovereign bonds and other liquid marketable securities, which when combined with the Bank’s capacity to securitize residential mortgage assets provides sufficient liquidity to meet potential requirements under these stress scenarios. Credit Risk Credit risk is the risk of loss due to the inability or unwillingness of a borrower or counterparty to fulfill its payment obligations. Credit Risk Management Strategy Credit risk is governed by the Credit Committee which oversees the overall credit risk management program. The Company has established objectives for overall quality and diversification of our general fund investment portfolio and criteria for the selection of counterparties, including derivative counterparties, reinsurers and insurance providers. Our policies establish exposure limits by borrower, corporate connection, quality rating, industry, and geographic region, and govern the usage of credit derivatives. Corporate connection limits vary according to risk rating. Our general fund fixed income investments are primarily public and private investment grade bonds and commercial mortgages. We have a program for selling Credit Default Swaps (“CDS”) that employs a highly selective, 60 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis diversified and conservative approach. CDS decisions follow the same underwriting standards as our cash bond portfolio and the addition of this asset class allows us to better diversify our overall credit portfolio. Our credit granting units follow a defined evaluation process that provides an objective assessment of credit proposals. We assign a risk rating, based on a standardized 22-point scale consistent with those of external rating agencies, following a detailed examination of the borrower that includes a review of business strategy, market competitiveness, industry trends, financial strength, access to funds, and other risks facing the counterparty. We assess and update risk ratings regularly. For additional input to the process, we also assess credit risks using a variety of industry standard market-based tools and metrics. We map our risk ratings to pre-established probabilities of default and loss given defaults, based on historical industry and Company experience, and to resulting default costs. We establish delegated credit approval authorities and make credit decisions on a case-by-case basis at a management level appropriate to the size and risk level of the transaction, based on the delegated authorities that vary according to risk rating. Major credit decisions are approved by the Credit Committee and the largest decisions are approved by the CEO and, in certain cases, by the Board of Directors. We limit the types of authorized derivatives and applications and require pre-approval of all derivative application strategies and regular monitoring of the effectiveness of derivative strategies. Derivative counterparty exposure limits are established based on a minimum acceptable counterparty credit rating (generally A- from internationally recognized rating agencies). We measure derivative counterparty exposure as net potential credit exposure, which takes into consideration mark-to-market values of all transactions with each counterparty, net of any collateral held, and an allowance to reflect future potential exposure. Reinsurance counterparty exposure is measured reflecting the level of ceded liabilities net of collateral held. The creditworthiness of all reinsurance counterparties is reviewed internally on a regular basis. Regular reviews of the credits within the various portfolios are undertaken with the goal of identifying changes to credit quality and, where appropriate, taking corrective action. Prompt identification of problem credits is a key objective. We establish an allowance for losses on a loan when it becomes impaired as a result of deterioration in credit quality, to the extent there is no longer assurance of timely realization of the carrying value of the loan and related investment income. We reduce the carrying value of an impaired loan to its estimated net realizable value when we establish the allowance. We establish an allowance for losses on reinsurance contracts when a reinsurance counterparty becomes unable or unwilling to fulfill its contractual obligations. We base the allowance for loss on current recoverables and ceded policy liabilities. There is no assurance that the allowance for losses will be adequate to cover future potential losses or that additional allowances or asset write-downs will not be required. Policy liabilities include general provisions for credit losses from future asset impairments. Our credit policies, procedures and investment strategies are established under a strong governance framework and are designed to ensure that risks are identified, measured and monitored consistent with our risk appetite. We seek to actively manage credit exposure in our investment portfolio to reduce risk and minimize losses, and derivative counterparty exposure is managed proactively. However, we could experience volatility on a quarterly basis and losses could potentially rise above long-term expected and historical levels. Credit Risk Exposure Measures As at December 31, 2017 and December 31, 2016, for every 50% that credit defaults over the next year exceed the rates provided for in policy liabilities, net income attributed to shareholders would be reduced by $63 million and $54 million in each year, respectively. The exposure measure as at December 31, 2017 includes the impact of lower U.S. corporate tax rates in 2018. In addition, credit downgrades would adversely impact our regulatory capital, as required capital levels for fixed income investments are based on the credit quality of each instrument. In addition, credit downgrades could also be higher than assumed in policy liabilities, resulting in policy liability increases and a reduction in net income attributed to shareholders. The table below shows net impaired assets and allowances for loan losses. Net Impaired Assets and Loan Losses As at December 31, ($ millions, unless otherwise stated) Net impaired fixed income assets Net impaired fixed income assets as a % of total invested assets Allowance for loan losses 2017 2016 $ 173 0.052% 85 $ $ 224 0.070% 118 $ Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 61 Insurance Risk Insurance risk is the risk of loss due to actual experience for mortality and morbidity claims, policyholder behaviour and expenses emerging differently than assumed when a product was designed and priced with respect to. Insurance Risk Management Strategy Insurance risk is governed by the Product Oversight Committee which oversees the overall insurance risk management program. The Committee has established a broad framework for managing insurance risk under a set of policies, standards and guidelines, to ensure that our product offerings align with our risk taking philosophy and risk limits, and achieve acceptable profit margins. These cover: ■ product design features ■ use of reinsurance ■ pricing models and software ■ internal risk-based capital allocations ■ target profit objectives ■ pricing methods and assumption setting ■ stochastic and stress scenario testing ■ required documentation ■ review and approval processes ■ experience monitoring programs In each business unit that sells products with insurance risks, we designate individual pricing officers who are accountable for pricing activities, chief underwriters who are accountable for underwriting activities and chief claims risk managers who are accountable for claims activities. Both the pricing officer and the general manager of each business unit approve the design and pricing of each product, including key claims, policyholder behaviour, investment return and expense assumptions, in accordance with global policies and standards. Risk management functions provide additional oversight, review and approval of all product and pricing initiatives, as well as material underwriting initiatives. Actuarial functions provide oversight review and approval of policy liability valuation methods and assumptions. In addition, both risk and actuarial functions review and approve new reinsurance arrangements. We perform annual risk and compliance self-assessments of the product development, pricing, underwriting and claims activities of all businesses. To leverage best practices, we facilitate knowledge transfer between staff working with similar businesses in different geographies. We utilize a global underwriting manual intended to ensure insurance underwriting practices for direct written life business are consistent across the organization while reflecting local conditions. Each business unit establishes underwriting policies and procedures, including criteria for approval of risks and claims adjudication policies and procedures. We apply retention limits per insured life that are intended to reduce our exposure to individual large claims which are monitored in each business unit. These retention limits vary by market and jurisdiction. We reinsure exposure in excess of these limits with other companies. Our current global life retention limit is US$30 million for individual policies (US$35 million for survivorship life policies) and is shared across businesses. We apply lower limits in some markets and jurisdictions. We aim to further reduce exposure to claims concentrations by applying geographical aggregate retention limits for certain covers. Enterprise-wide, we aim to reduce the likelihood of high aggregate claims by operating globally, insuring a wide range of unrelated risk events, and reinsuring some risks. We seek to actively manage the Company’s aggregate exposure to each of policyholder behaviour risk and claims risk against enterprise-wide economic capital limits. Policyholder behaviour risk limits cover the combined risk arising from policy lapses and surrenders, withdrawals and other policyholder driven activity. The claims risk limits cover the combined risk arising from mortality, longevity and morbidity. Internal experience studies, as well as trends in our experience and that of the industry, are monitored to update current and projected claims and policyholder behaviour assumptions, resulting in updates to policy liabilities as appropriate. Operational Risk Operational risk is the risk of loss resulting from inadequate or failed internal processes, systems failures, human- performance failures or from external events. Operational Risk Management Strategy Our corporate governance practices, corporate values, and integrated enterprise-wide approach to managing risk set the foundation for mitigating operational risks. This base is further strengthened by internal controls and systems, compensation programs, and seeking to hire and retain trained and competent people throughout the organization. We align compensation programs with business strategy, long-term shareholder value and good governance practices, and we benchmark these compensation practices against peer companies. We have an enterprise operational risk management framework that sets out the processes we use to identify, assess, manage, mitigate and report on significant operational risk exposures. Execution of our operational risk management strategy supports the drive towards a focus on the effective management of our key global operational risks. We have an Operational Risk Committee, which is the main decision-making committee for all operational risk matters and which has oversight responsibility for operational risk strategy, management and governance. We have enterprise-wide risk management programs for specific operational risks that could materially impact our ability to do business or impact our reputation. Legal and Regulatory Risk Management Strategy Global Compliance oversees our regulatory compliance program and function, supported by designated Chief Compliance Officers in every Division. The program is designed to promote compliance with regulatory obligations worldwide and to assist in making the 62 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Company’s employees aware of the laws and regulations that affect it, and the risks associated with failing to comply. Divisional compliance groups monitor emerging legal and regulatory issues and changes, and prepare us to address new requirements. Global Compliance also independently assesses and monitors the effectiveness of a broad range of regulatory compliance processes and business practices against potential legal, regulatory, fraud and reputation risks, and allows significant issues to be escalated and proactively mitigated. Among these processes and business practices are: privacy (i.e. handling of personal and other confidential information), sales and marketing practices, sales compensation practices, asset management practices, fiduciary responsibilities, employment practices, underwriting and claims processing, product design, and regulatory filings. In addition, we have policies, processes and controls in place to help protect the Company, our customers and other related third parties from acts of fraud and from risks associated with money laundering and terrorist financing. Audit Services, Global Compliance and divisional compliance personnel periodically assess the effectiveness of the control environment. For further discussion of government regulation and legal proceedings, refer to “Government Regulation” in MFC’s Annual Information Form dated February 7, 2018 and “Legal and Regulatory Proceedings” below. Business Continuity Risk Management Strategy We have an enterprise-wide business continuity and disaster recovery program. This includes policies, plans and procedures that seek to minimize the impact of natural or man-made disasters, and is designed to ensure that key business functions can continue normal operations in the event of a major disruption. Each business unit is accountable for preparing and maintaining detailed business continuity plans and processes. The global program incorporates periodic scenario analysis designed to validate the assessment of both critical and non-critical units, as well as the establishment and testing of appropriate business continuity plans for all critical functions. The business continuity team establishes and regularly tests crisis management plans and global crisis communications protocols. We maintain off-site backup facilities and failover capability designed to minimize downtime and accelerate system recovery. Technology & Information Security Risk Management Strategy Our Technology Risk Management Function provides strategy, direction, and oversight and facilitates governance for all technology risk domain activities across Manulife. The scope of this function includes: reducing information risk exposures by introducing a robust enterprise information risk management framework and supporting infrastructure for proactively identifying, managing, monitoring and reporting on critical information risk exposures; promoting transparency and informed decision-making by building and maintaining information risk profiles and risk dashboards for Global Infrastructure Services and Divisions aligned with enterprise and operational risk reporting; providing advisory services to Global Technology and the Divisions around current and emerging technology risks and their impact to the Company’s information risk profile; and reducing vendor information risk exposures by incorporating sound information risk management practices into sourcing, outsourcing and offshoring initiatives and programs. The enterprise-wide information security program, which is overseen by the Chief Information Risk Officer, seeks to mitigate information security risks. This program establishes the information and cyber security framework for the Company, including governance, policies and standards, and appropriate controls to protect information and computer systems. We also have annual security awareness training sessions for all employees. Many jurisdictions in which we operate are implementing more stringent privacy legislation. Our global privacy program, overseen by our Chief Privacy Officer, seeks to manage the risk of privacy breaches. It includes policies and standards, ongoing monitoring of emerging privacy legislation, and a network of privacy officers. Processes have been established to provide guidance on handling personal information and for reporting privacy incidents and issues to appropriate management for response and resolution. In addition, the Chief Information Risk Officer, the Chief Privacy Officer, and their teams work closely on information security and privacy matters. Human Resource Risk Management Strategy We have a number of human resource policies, practices and programs in place that seek to manage the risks associated with attracting and retaining top talent, including recruiting programs at every level of the organization, training and development programs for our individual contributor and leadership segments globally, employee engagement surveys, and competitive compensation programs that are designed to attract, motivate and retain high-performing and high-potential employees. Model Risk Management Strategy We have designated model risk management teams working closely with model owners and users that seek to manage model risk. Our model risk oversight program includes processes intended to ensure that our critical business models are conceptually sound and used as intended, and to assess the appropriateness of the calculations and outputs. Third-Party Risk Management Strategy Our governance framework to address third-party risk includes appropriate policies (such as our Global Outsourcing Policy and Global Procurement Policy), standards and procedures, and monitoring of ongoing results and contractual compliance of third-party arrangements. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 63 Project Risk Management Strategy To seek to ensure that key projects are successfully implemented and monitored by management, we have a Global Project Management Centre of Expertise, which is responsible for establishing policies and standards for project management. Our policies, standards and practices are benchmarked against leading practices. Environmental Risk Management Strategy Our Environmental Risk Policy reflects the Company’s commitment to conducting all business activities in a manner that recognizes the need to preserve the quality of the natural environment. Our Environmental Risk Policy has been designed to monitor and manage environmental risk and to seek to achieve compliance with all applicable environmental laws and regulations for business units, affiliates and subsidiaries. Business unit environmental procedures, protocols and due diligence standards are in place to help identify, monitor and manage environmental issues in advance of acquisition of property, to help to mitigate environmental risks. Historical and background investigation and subsequent soil and ground water subsurface testing may be conducted as required to assess manageable environmental risk. Regular property inspections and limitations on permitted activities further help to manage environmental liability or financial risk. Other potentially significant financial risks for individual assets, such as fire and earthquake, have generally been insured where practicable. 64 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Capital Management Framework Manulife seeks to manage its capital with the objectives of: ■ Operating with sufficient capital to be able to honour all commitments to its policyholders and creditors with a high degree of confidence; ■ Retaining the ongoing confidence of regulators, policyholders, rating agencies, investors and other creditors in order to ensure access to capital markets; and ■ Optimizing return on capital to meet shareholders’ expectations subject to constraints and considerations of adequate levels of capital established to meet the first two objectives. Capital is managed and monitored in accordance with the Capital Management Policy. The Policy is reviewed and approved by the Board of Directors annually and is integrated with the Company’s risk and financial management frameworks. It establishes guidelines regarding the quantity and quality of capital, internal capital mobility, and proactive management of ongoing and future capital requirements. Our capital management framework takes into account the requirements of the Company as a whole as well as the needs of each of our subsidiaries. Internal capital targets are set above regulatory requirements, and consider a number of factors, including expectations of regulators and rating agencies, results of sensitivity and stress testing and our own risk assessments. We monitor against these internal targets and initiate actions appropriate to achieving our business objectives. We periodically assess the strength of our capital position under various stress scenarios. The annual Dynamic Capital Adequacy Testing (“DCAT”) typically quantifies the financial impact of economic events arising from shocks in public equity and other markets, interest rates and credit, amongst others. Our 2017 DCAT results demonstrate that we would have sufficient assets, under the various adverse scenarios tested, to discharge our policy liabilities. This conclusion was also supported by a variety of other stress tests conducted by the Company. We use an Economic Capital (“EC”) framework to inform our internal view of the level of required capital and available capital. The EC framework is a key component of the Own Risk and Solvency Assessment (“ORSA”) process, which ties together our risk management, strategic planning and capital management practices to confirm that our capital levels continue to be adequate from an economic perspective. Capital management is also integrated into our product planning and performance management practices. The composition of capital between equity and other capital instruments impacts the financial leverage ratio which is an important consideration in determining the Company’s financial strength and credit ratings. The Company monitors and rebalances its capital mix through capital issuances and redemptions. Capital and Funding Activities In 2017, Manulife continued its global funding strategy and maintained diversified funding sources and a broad investor base. We raised a total of $2.2 billion of funding in Canada, the U.S., and Singapore. During the year ended December 31, 2017, $1.5 billion of securities were redeemed. The following table provides our funding activity for the year ended December 31, 2017. ($ millions)(1) Subordinated debentures(2),(3) Senior debt(4) Total Issued Redeemed $ 2,160 – $ 900 600 $ 2,160 $ 1,500 (1) Amounts have been translated to Canadian dollar equivalents using the December 31, 2017 exchange rate. (2) A total of $2.2 billion of MFC subordinated debentures were issued during the year: US$750 million (4.061%) on February 24, 2017, $750 million (3.049%) on August 18, 2017, and SG$500 million (3.00%) on November 21, 2017. (3) A total of $900 million of MLI subordinated debentures were redeemed at par during the year: $500 million (4.165%) on June 1, 2017 and $400 million (3.938%) on September 21, 2017. (4) A series of MFC senior notes was redeemed during the year: $600 million (7.768%) on October 6, 2017 with a redemption premium of $44 million before-tax. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 65 The following measure of capital reflects our capital management activities at the MFC level. As at December 31, ($ millions) Non-controlling interests Participating policyholders’ equity Preferred shares Common shareholders’ equity Total equity(1) Adjusted for accumulated other comprehensive loss on cash flow hedges Total equity excluding accumulated other comprehensive loss on cash flow hedges Qualifying capital instruments Total capital $ 2017 929 221 3,577 37,436 42,163 (109) 42,272 8,387 $ 2016 743 248 3,577 38,255 42,823 (232) 43,055 7,180 $ 2015 592 187 2,693 38,466 41,938 (264) 42,202 7,695 $ 50,659 $ 50,235 $ 49,897 (1) Total equity includes unrealized gains and losses on AFS debt securities and AFS equities, net of taxes. The unrealized gain or loss on AFS debt securities are excluded from the OSFI definition of regulatory capital. As at December 31, 2017, the unrealized loss on AFS debt securities, net of taxes, was $163 million (2016 – $634 million). The “Total capital” referred to in the table above does not include $4.8 billion (2016 – $5.7 billion, 2015 – $1.9 billion) of senior indebtedness issued by MFC because this form of financing does not meet OSFI’s definition of regulatory capital at the MFC level. The Company has down-streamed the proceeds from this financing into operating entities in a form that qualifies as regulatory capital at the subsidiary level. For regulatory purposes, capital is further adjusted for various additions or deductions, as mandated by the guidelines issued by OSFI. Total capital was $50.7 billion as at December 31, 2017 compared with $50.2 billion as at December 31, 2016, an increase of $0.5 billion. The increase from December 31, 2016 was primarily driven by net income attributed to shareholders net of dividends paid of $0.3 billion, net capital issuances of $1.3 billion (does not include the $0.6 billion of senior debt redeemed, as it is not in the definition of regulatory capital), and the favourable change in unrealized losses on AFS debt securities of $0.6 billion, partially offset by the unfavourable impact of foreign exchange rates of $2.0 billion. Financial Leverage Ratio MFC’s financial leverage ratio increased to 30.3% at year-end 2017 from 29.5% a year ago, primarily related to the charges for U.S. Tax Reform and portfolio asset mix changes. Solid core earnings in 2017 more than offset the unfavourable impacts of the strengthening of the Canadian dollar and financing activities. Common Shareholder Dividends The declaration and payment of shareholder dividends and the amount thereof are at the discretion of the Board of Directors and depend upon various factors, including the results of operations, financial condition and future prospects of the Company and taking into account regulatory restrictions on the payment of shareholder dividends, as well as any other factors deemed relevant by the Board of Directors. Common Shareholder Dividends Paid For the years ended December 31, $ per share Dividends paid 2017 2016 2015 $ 0.820 $ 0.740 $ 0.665 The Company offers a Dividend Reinvestment Program (“DRIP”) whereby shareholders may elect to automatically reinvest dividends in the form of MFC common shares instead of receiving cash. The offering of the program and its terms of execution are subject to the Board of Directors’ discretion. In 2017, common shares in connection with DRIP were purchased on the open market with no applicable discount. Regulatory Capital Position1 Manulife monitors and manages its consolidated capital in compliance with the applicable OSFI guideline. Under this regime our consolidated available capital is measured against a required amount of risk capital determined in accordance with the guideline. Manulife’s operating activities are mostly conducted within MLI or its subsidiaries. MLI and MFC are regulated by OSFI and are subject to consolidated risk-based capital requirements. As noted above (“Risk Management – Regulatory Updates”), LICAT replaced the MCCSR framework on January 1, 2018 and we will disclose our March 31, 2018 ratios under this framework in May 2018. Our MCCSR ratio for MLI was 224% as at December 31, 2017, compared with 230% at the end of 2016, and is well in excess of OSFI’s Supervisory Target ratio of 150% and Regulatory Minimum ratio of 120%. The 6 percentage point decrease from December 31, 2016 was mainly driven by impacts from funding of MFC dividends and funding costs, and modest required capital growth, partially offset by a net capital issuance and the contribution of net income (inclusive of U.S. Tax Reform and portfolio asset mix change charges in 4Q17). MFC’s MCCSR ratio was 200% as at December 31, 2017. The difference between the MLI and MFC ratios was largely due to the $4.8 billion of MFC senior debt outstanding that, under OSFI rules, does not qualify as available capital at the MFC level. 1 The “Risk Factors” section of the MD&A outlines a number of regulatory capital risks. 66 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis As at December 31, 2017, MLI’s non-consolidated operations and subsidiaries all maintained capital levels in excess of local requirements. Remittability of Capital As part of its capital management, Manulife promotes internal capital mobility so that Manulife’s parent company has access to funds to meet its obligations and to optimize the use of excess capital. Cash remittance is defined as the cash remitted or payable to the Group from operating subsidiaries and excess capital generated by stand-alone Canadian operations.1 It is one of the key metrics used by management to evaluate our financial flexibility. In 2017, MFC subsidiaries delivered $2.1 billion in remittances. Credit Ratings Manulife’s operating companies have strong financial strength ratings from credit rating agencies. Maintaining strong ratings on debt and capital instruments issued by MFC and its subsidiaries allows us to access capital markets at competitive pricing levels. Ratings are important factors in establishing the competitive position of insurance companies and maintaining public confidence in products being offered. Should these credit ratings decrease materially, our cost of financing may increase and our access to funding and capital through capital markets could be reduced. During 2017, S&P, Moody’s, DBRS, Fitch and A.M. Best maintained their assigned ratings of MFC and its primary insurance operating companies. The following table summarizes the financial strength and claims paying ability ratings of MLI and certain of its subsidiaries as at February 2, 2018. Financial Strength Ratings The Manufacturers Life Insurance Company John Hancock Life Insurance Company (U.S.A.) Manulife (International) Limited Manulife Life Insurance Company S&P AA AA AA- A+ Moody’s DBRS AA(Low) Fitch AA Not Rated AA A1 A1 A.M. Best A+ (Superior) A+ (Superior) Not Rated Not Rated Not Rated Not Rated Not Rated Not Rated Not Rated Not Rated As at February 2, 2018, S&P, Moody’s, DBRS, Fitch, and A.M. Best had a stable outlook on these ratings. 1 Remittability from stand-alone Canadian operations is higher by $100 million in 2017 due to methodology changes. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 67 Critical Accounting and Actuarial Policies The preparation of financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the reported amounts and disclosures made in the Consolidated Financial Statements and accompanying notes. These estimates and assumptions are based on historical experience, management’s assessment of current events and conditions and activities that the Company may undertake in the future as well as possible future economic events. Actual results could differ from these estimates. The estimates and assumptions described in this section depend upon subjective or complex judgments about matters that may be uncertain and changes in these estimates and assumptions could materially impact the Consolidated Financial Statements. Our significant accounting policies are described in note 1 to the Consolidated Financial Statements. Significant estimation processes relate to the determination of insurance and investment contract liabilities, assessment of relationships with other entities for consolidation, fair value of certain financial instruments, derivatives and hedge accounting, provisioning for asset impairment, determination of pension and other post-employment benefit obligations and expenses, income taxes and uncertain tax positions, valuation and impairment of goodwill and intangible assets and the measurement and disclosure of contingent liabilities as described below. In addition, in the determination of the fair values of invested assets, where observable market data is not available, management applies judgment in the selection of valuation models. Policy Liabilities (Insurance and Investment Contract Liabilities) Policy liabilities for IFRS are valued in Canada under standards established by the Actuarial Standards Board. These standards are designed to ensure we establish an appropriate liability on the Consolidated Statements of Financial Position to cover future obligations to all our policyholders. The assumptions underlying the valuation of policy liabilities are required to be reviewed and updated on an ongoing basis to reflect recent and emerging trends in experience and changes in risk profile of the business. In conjunction with prudent business practices to manage both product and asset related risks, the selection and monitoring of appropriate valuation assumptions is designed to minimize our exposure to measurement uncertainty related to policy liabilities. Determination of Policy Liabilities Policy liabilities have two major components: a best estimate amount and a provision for adverse deviation. The best estimate amount represents the estimated value of future policyholder benefits and settlement obligations to be paid over the term remaining on in- force policies, including the costs of servicing the policies. The best estimate amount is reduced by the future expected policy revenues and future expected investment income on assets supporting the policies, before any consideration for reinsurance ceded. To determine the best estimate amount, assumptions must be made for a number of key factors, including future mortality and morbidity rates, investment returns, rates of policy termination, and premium persistency, operating expenses, certain taxes (other than income taxes and includes temporary tax timing and permanent tax rate differences on the cash flows available to satisfy policy obligations) and foreign currency. Reinsurance is used to transfer part or all of a policy liability to another insurance company at terms negotiated with that insurance company. A separate asset for reinsurance ceded is calculated based on the terms of the reinsurance treaties that are in-force, with deductions taken for the credit standing of the reinsurance counterparties where appropriate. To recognize the uncertainty involved in determining the best estimate actuarial liability assumptions, a provision for adverse deviation (“PfAD”) is established. The PfAD is determined by including a margin of conservatism for each assumption to allow for possible mis- estimation of, or deterioration in, future experience in order to provide greater comfort that the policy liabilities will be sufficient to pay future benefits. The CIA establishes suggested ranges for the level of margins for adverse deviation based on the risk profile of the business. Our margins are set taking into account the risk profile of our business. The effect of these margins is to increase policy liabilities over the best estimate assumptions. The margins for adverse deviation decrease the income that is recognized at the time a new policy is sold and increase the income recognized in later periods as the margins release as the remaining policy risks reduce. Best Estimate Assumptions We follow established processes to determine the assumptions used in the valuation of our policy liabilities. The nature of each risk factor and the process for setting the assumptions used in the valuation are discussed below. Mortality Mortality relates to the occurrence of death. Mortality assumptions are based on our internal as well as industry past and emerging experience and are differentiated by sex, underwriting class, policy type and geographic market. We make assumptions about future mortality improvements using historical experience derived from population data. Reinsurance is used to offset some of our direct mortality exposure on in-force life insurance policies with the impact of the reinsurance directly reflected in our policy valuation for the determination of policy liabilities net of reinsurance. Actual mortality experience is monitored against these assumptions separately for each business. The results are favourable where mortality rates are lower than assumed for life insurance and where mortality rates are higher than assumed for payout annuities. Overall 2017 experience was unfavourable (2016 – unfavourable) when compared with our assumptions. Morbidity Morbidity relates to the occurrence of accidents and sickness for the insured risks. Morbidity assumptions are based on our internal as well as industry past and emerging experience and are established for each type of morbidity risk and geographic market. For our JH 68 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Long Term Care business we make assumptions about future morbidity changes. Actual morbidity experience is monitored against these assumptions separately for each business. Our morbidity risk exposure relates to future expected claims costs for long-term care insurance, as well as for group benefits and certain individual health insurance products we offer. Overall 2017 experience was unfavourable (2016 – unfavourable) when compared with our assumptions. Property and Casualty Our P&C Reinsurance business insures against catastrophic losses from natural and human disasters. Policy liabilities are held for incurred claims including provision for anticipated development and for premiums received and not yet earned. Overall 2017 claims loss experience was unfavourable (2016 – in line with expectations) with respect to the provisions that were established. Policy Termination and Premium Persistency Policy termination includes lapses and surrenders, where lapses represent the termination of policies due to non-payment of premiums and surrenders represent the voluntary termination of policies by policyholders. Premium persistency represents the level of ongoing deposits on contracts where there is policyholder discretion as to the amount and timing of deposits. Policy termination and premium persistency assumptions are primarily based on our recent experience adjusted for expected future conditions. Assumptions reflect differences by type of contract within each geographic market and actual experience is monitored against these assumptions separately for each business. Overall 2017 experience was unfavourable (2016 – unfavourable) when compared with our assumptions. Expenses and Taxes Operating expense assumptions reflect the projected costs of maintaining and servicing in-force policies, including associated overhead expenses. The expenses are derived from internal cost studies and are projected into the future with an allowance for inflation. For some developing businesses, there is an expectation that unit costs will decline as these businesses mature. Actual expenses are monitored against assumptions separately for each business. Overall maintenance expenses for 2017 were unfavourable (2016 – unfavourable) when compared with our assumptions. Taxes reflect assumptions for future premium taxes and other non- income related taxes. For income taxes, policy liabilities are adjusted only for temporary tax timing and permanent tax rate differences on the cash flows available to satisfy policy obligations. Investment Returns We segment assets to support liabilities by business segment and geographic market and establish investment strategies for each liability segment. The projected cash flows from these assets are combined with projected cash flows from future asset purchases/sales to determine expected rates of return for future years. The investment strategies for future asset purchases and sales are based on our target investment policies for each segment and the reinvestment returns are derived from current and projected market rates for fixed interest investments and our projected outlook for non-fixed interest assets. Credit losses are projected based on our own and industry experience, as well as specific reviews of the current investment portfolio. Investment return assumptions for each asset class also incorporate expected investment management expenses that are derived from internal cost studies. In 2017, actual investment returns were favourable (2016 – unfavourable) when compared with our assumptions. Investment-related experience and the direct impact of interest rates and equity markets are discussed in the “Financial Performance” section above. Segregated Funds We offer segregated funds to policyholders that offer certain guarantees, including guaranteed returns of principal on maturity or death, as well as guarantees of minimum withdrawal amounts or income benefits. The on-balance sheet liability for these benefits is the expected cost of these guarantees including appropriate valuation margins for the various contingencies including mortality and lapse. The dominant driver of the cost of guarantees is the return on the underlying funds in which the policyholders invest. See “Risk Management – Market Risk – Hedging Strategies for Variable Annuity and Other Equity Risks” and the “Financial Performance – Analysis of Net Income” sections above. Foreign Currency Foreign currency risk results from a mismatch of the currency of the policy liabilities and the currency of the assets designated to support these obligations. We generally match the currency of our assets with the currency of the liabilities they support, with the objective of mitigating the risk of economic loss arising from movements in currency exchange rates. Where a currency mismatch exists, the assumed rate of return on the assets supporting the liabilities is reduced to reflect the potential for adverse movements in exchange rates. Foreign currency also impacts our MFC and MLI regulatory capital ratios. We manage the impact of this risk to ensure that the resulting change in our consolidated capital ratios stays within our risk appetite. Experience Adjusted Products Where policies have features that allow the impact of changes in experience to be passed on to policyholders through policy dividends, experience rating refunds, credited rates or other adjustable features, the projected policyholder benefits are adjusted to reflect the projected experience. Minimum contractual guarantees and other market considerations are taken into account in determining the policy adjustments. Provision for Adverse Deviation The total provision for adverse deviation is the sum of the provisions for adverse deviation for each risk factor. Margins for adverse deviation are established by product type and geographic market for each assumption or factor used in the determination of the best estimate actuarial liability. The margins are established based on the risk characteristics of the business being valued. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 69 Margins for interest rate risk are included by testing a number of scenarios of future interest rates. The margin can be established by testing a limited number of scenarios, some of which are prescribed by Canadian Actuarial Standards of Practice, and determining the liability based on the worst outcome. Alternatively, the margin can be set by testing many scenarios, which are developed according to actuarial guidance. Under this approach the liability would be the average of the outcomes above a percentile in the range prescribed by the Canadian Actuarial Standards of Practice. In addition to the explicit margin for adverse deviation, the valuation basis for segregated fund liabilities explicitly limits the future revenue recognition in the valuation basis to the amount necessary to offset acquisition expenses, after allowing for the cost of any guarantee features. The fees that are in excess of this limitation are reported as an additional margin and are shown in segregated fund non-capitalized margins. The provision for adverse deviation and the future revenue deferred in the valuation due to the limitations on recognition of future revenue in the valuation of segregated fund liabilities are shown in the table below. As at December 31, ($ millions) Best estimate actuarial liability Provision for adverse deviation (“PfAD”) Insurance risks (mortality/morbidity) Policyholder behaviour (lapse/surrender/premium persistency) Expenses Investment risks (non-credit) Investment risks (credit) Segregated funds guarantees Total PfAD(1) Segregated funds – additional margins 2017 2016 $ 219,347 $ 207,573 19,258 5,332 1,519 22,979 1,024 2,282 52,394 14,464 16,553 4,416 2,200 26,202 1,862 2,462 53,695 10,167 Total of PfAD and additional segregated fund margins $ 66,858 $ 63,862 (1) Reported net actuarial liabilities (excluding the $5,300 million (2016 – $5,918 million) reinsurance asset related to the Company’s in-force participating life insurance closed block that is retained on a funds withheld basis as part of the NYL transaction) as at December 31, 2017 of $271,741 million (2016 – $261,268 million) are comprised of $219,347 million (2016 – $207,573 million) of best estimate actuarial liabilities and $52,394 million (2016 – $53,695 million) of PfAD. The change in the PfAD from period to period is impacted by changes in liability and asset composition, by currency and interest rate movements and by material changes in valuation assumptions. The overall increase in PfAD for insurance risks and policyholder behaviour was primarily due to expected PfAD growth in all divisions, the annual review of actuarial valuation methods and assumptions, and new business in Asia, partially offset by the appreciation of the Canadian dollar relative to the U.S. dollar, Hong Kong dollar and Japanese yen. The overall decrease in PfAD for non-credit investment risks was primarily due to the annual review of actuarial valuation methods and assumptions, the appreciation of the Canadian dollar relative to the U.S. dollar, Hong Kong dollar and Japanese yen, normal rebalancing as part of our interest rate risk hedging program and our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months. The increase in the additional segregated fund margins was primarily due to increases in equity markets and refinements to our models for projecting future revenue for certain products. Sensitivity of Earnings to Changes in Assumptions When the assumptions underlying our determination of policy liabilities are updated to reflect recent and emerging experience or change in outlook, the result is a change in the value of policy liabilities which in turn affects net income attributed to shareholders. The sensitivity of net income attributed to shareholders to changes in non-economic and certain asset related assumptions underlying policy liabilities is shown below, and assumes that there is a simultaneous change in the assumptions across all business units. For changes in asset related assumptions, the sensitivity is shown net of the corresponding impact on income of the change in the value of the assets supporting liabilities. In practice, experience for each assumption will frequently vary by geographic market and business, and assumption updates are made on a business/geographic specific basis. Actual results can differ materially from these estimates for a variety of reasons including the interaction among these factors when more than one changes, changes in actuarial and investment return and future investment activity assumptions, actual experience differing from the assumptions, changes in business mix, effective tax rates and other market factors, and the general limitations of our internal models. Potential impact on net income attributed to shareholders arising from changes to non-economic assumptions(1),(2) As at December 31, ($ millions) Policy related assumptions 2% adverse change in future mortality rates(3),(5) Products where an increase in rates increases insurance contract liabilities Products where a decrease in rates increases insurance contract liabilities 5% adverse change in future morbidity rates(4),(5) 10% adverse change in future termination rates(5) 5% increase in future expense levels 70 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Decrease in net income attributed to shareholders 2017 2016 $ (400) (400) (3,900) (2,000) (500) $ (400) (500) (3,700) (1,900) (500) (1) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018 and the decision to change the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months. (2) The participating policy funds are largely self-supporting and generate no material impact on net income attributed to shareholders as a result of changes in non economic assumptions. Experience gains or losses would generally result in changes to future dividends, with no direct impact to shareholders. (3) An increase in mortality rates will generally increase policy liabilities for life insurance contracts whereas a decrease in mortality rates will generally increase policy liabilities for policies with longevity risk such as payout annuities. (4) No amounts related to morbidity risk are included for policies where the policy liability provides only for claims costs expected over a short period, generally less than one year, such as Group Life and Health. (5) The impacts of the sensitivities on LTC for morbidity, mortality and lapse are assumed to be moderated by partial offsets from the Company’s ability to contractually raise premium rates in such events, subject to state regulatory approval. The lower U.S. corporate tax rates effective January 1, 2018 resulted in an increase in the sensitivities from December 31, 2016. This was partially offset by a decrease in the sensitivities due to the appreciation of the Canadian dollar relative to the U.S. dollar, Hong Kong dollar and Japanese yen. Potential impact on net income attributed to shareholders arising from changes to asset related assumptions supporting actuarial liabilities(1) As at December 31, ($ millions) Asset related assumptions updated periodically in valuation basis changes 100 basis point change in future annual returns for public equities(2) 100 basis point change in future annual returns for ALDA(3) 100 basis point change in equity volatility assumption for stochastic segregated fund modelling(4) Increase (decrease) in after-tax income 2017 2016 Increase Decrease Increase Decrease $ 400 3,600 $ (400) (4,100) $ 500 2,900 $ (500) (3,500) (200) 200 (200) 200 (1) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018 and the decision to change the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months. (2) The sensitivity to public equity returns above includes the impact on both segregated fund guarantee reserves and on other policy liabilities. For a 100 basis point increase in expected growth rates, the impact from segregated fund guarantee reserves is a $200 million increase (2016 – $200 million increase). For a 100 basis point decrease in expected growth rates, the impact from segregated fund guarantee reserves is a $200 million decrease (2016 – $200 million decrease). Expected long-term annual market growth assumptions for public equities are based on long-term historical observed experience and compliance with actuarial standards. The calibration of the economic scenario generators that are used to value segregated fund guarantee business complies with current CIA Standards of Practice for the valuation of these products. As at December 31, 2017, the growth rates inclusive of dividends in the major markets used in the stochastic valuation models for valuing segregated fund guarantees are 9.3% (9.5% – December 31, 2016) per annum in Canada, 9.6% (9.6% – December 31, 2016) per annum in the U.S. and 6.2% (6.2% – December 31, 2016) per annum in Japan. Growth assumptions for European equity funds are market-specific and vary between 8.1% and 9.9%. (3) ALDA include commercial real estate, timber and farmland real estate, direct oil and gas properties, and private equities, some of which relate to oil and gas. Expected long-term return assumptions for ALDA and public equity are set in accordance with the Standards of Practice for the valuation of insurance contract liabilities and guidance published by the CIA. The guidance requires that the investment return assumption for these assets should not be higher than the historical long-term average returns of an appropriate broad-based index. Where such experience is not available, investment return assumptions should not result in a lower reserve than an assumption based on a historical return benchmark for public equities in the same jurisdiction. Annual best estimate return assumptions for ALDA and public equity include market growth rates and annual income, such as rent, production proceeds and dividends, and will vary based on our holding period. Over a 20-year horizon, our best estimate return assumptions range between 5.25% and 12%, with an average of 9.5% based on the current asset mix backing our guaranteed insurance and annuity business as of December 31, 2017, adjusted to reflect our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months (9.7% as of December 31, 2016 – see “2017 Review of Actuarial Methods and Assumptions” below). Our return assumptions including the margins for adverse deviations in our valuation, which take into account the uncertainty of achieving the returns, range between 2.5% and 7.5%, with an average of 6.3% based on the asset mix backing our guaranteed insurance and annuity business as of December 31, 2017, adjusted to reflect our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months (6.5% as of December 31, 2016). (4) Volatility assumptions for public equities are based on long-term historical observed experience and compliance with actuarial standards. The resulting volatility assumptions are 16.95% per annum in Canada and 17.15% per annum in the U.S. for large cap public equities, and 19.25% per annum in Japan. For European equity funds, the volatility varies between 16.5% and 18.4%. The $600 million increase in sensitivity to a 100 basis point decrease in future annual returns for ALDA from December 31, 2016 was primarily due to the lower U.S. federal corporate income tax rates effective January 1, 2018 and updates to our valuation assumptions, as a result of our annual review of actuarial methods and assumptions. This was partially offset by a decrease in sensitivity due to our decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses over the next 12-18 months. Review of Actuarial Methods and Assumptions A comprehensive review of actuarial methods and assumptions is performed annually. The review is designed to reduce the Company’s exposure to uncertainty by ensuring assumptions for both asset related and liability related risks remain appropriate. This is accomplished by monitoring experience and selecting assumptions which represent a current best estimate view of expected future experience, and margins that are appropriate for the risks assumed. While the assumptions selected represent the Company’s current best estimates and assessment of risk, the ongoing monitoring of experience and changes in the economic environment are likely to result in future changes to the actuarial assumptions, which could be material. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 71 2017 Review of Actuarial Methods and Assumptions The 2017 full year review of actuarial methods and assumptions resulted in an increase in insurance and investment contract liabilities of $277 million, net of reinsurance, and a decrease in net income attributed to shareholders of $35 million. These charges exclude the impacts of U.S. Tax Reform and the decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses. These two items resulted in an after-tax increase in policy liabilities and total charge to net income attributed to shareholders in 4Q17 of $2.8 billion. For the year ended December 31, 2017 ($ millions) Mortality and morbidity updates Lapses and policyholder behavior Other updates ALDA and public equity investment return assumptions Corporate spread assumptions Refinements to liability and tax cash flows Other Net impact Change in gross insurance and investment contract liabilities Change in net insurance and investment contract liabilities(1) Change in net income attributed to shareholders $ (219) 1,057 1,403 (554) (1,273) (90) $ 324 $ (254) 1,019 1,296 (515) (1,049) (220) $ 277 $ 299 (783) (892) 344 696 301 $ (35) (1) The $277 million increase in insurance and investment contract liabilities net of reinsurance, included an increase in net liabilities associated with participating insurance business resulting in a charge to net income attributed to participating policyholders of $88 million. Mortality and morbidity updates Mortality and morbidity updates resulted in a $299 million benefit to net income attributed to shareholders. We completed a detailed review of the mortality assumptions for our U.S. life insurance business which resulted in a $384 million charge to net income attributed to shareholders. We increased assumptions particularly at older ages, reflecting both industry and our own experience. Updates to actuarial standards related to future mortality improvement, and the review of mortality improvement assumptions globally, resulted in a $264 million benefit to net income attributed to shareholders primarily in Canada and Asia. The updated actuarial standards include a diversification benefit for the determination of margins for adverse deviation which recognizes the offsetting impact of longevity and mortality risk. We completed a detailed review of the mortality assumptions for our Canadian retail insurance business which resulted in a $222 million benefit to net income attributed to shareholders. Other updates to mortality and morbidity assumptions led to a $197 million benefit to net income attributed to shareholders. These updates included a reduction in the margins for adverse deviation applied to our morbidity assumptions for certain medical insurance products in Japan. Updates to lapses and policyholder behaviour Updates to lapses and policyholder behaviour assumptions resulted in a $783 million charge to net income attributed to shareholders. In Canadian retail insurance, lapse assumptions were reduced for certain universal life products to reflect recent experience leading to a $315 million charge to net income attributed to shareholders. For Canadian segregated fund guaranteed minimum withdrawal benefit lapses, incidence and utilization assumptions were updated to reflect recent experience which led to a $242 million charge to net income attributed to shareholders. Other updates to lapse and policyholder behaviour assumptions were made across several product lines including reduction in lapse assumptions for our whole life insurance products in Japan, leading to a $226 million charge to net income attributed to shareholders. Other updates Other updates resulted in a $449 million benefit to net income attributed to shareholders. We reviewed our investment return assumptions for ALDA and public equities, which in aggregate led to a reduction in return assumptions and a $892 million charge to net income attributed to shareholders. We also reviewed future corporate spread assumptions, which led to a $344 million benefit to net income attributed to shareholders. Refinements to the projection of our liability and tax cash flows in the U.S. resulted in a $696 million benefit to net income attributed to shareholders. These changes included refinements to the projection of policyholder crediting rates for certain universal life insurance products. 72 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Other refinements resulted in a $301 million benefit to net income attributed to shareholders. These changes included a review of provisions for reinsurance counterparty credit risk and several other refinements to the projection of both our asset and liability cash flows. 2016 Review of Actuarial Methods and Assumptions The 2016 full year review of actuarial methods and assumptions resulted in an increase in insurance and investment contract liabilities of $655 million, net of reinsurance, and a decrease in net income attributed to shareholders of $453 million. For the year ended December 31, 2016 ($ millions) JH Long Term Care triennial review Mortality and morbidity updates Lapse and policyholder behavior U.S. Variable Annuities guaranteed minimum withdrawal benefit incidence and utilization Other lapses and policyholder behaviour Economic reinvestment assumptions Other updates Net impact Change in gross insurance and investment contract liabilities $ 696 (12) (1,024) 516 459 719 $ 1,354 Change in net insurance and investment contract liabilities Change in net income attributed to shareholders $ 696 (53) $ (452) 76 (1,024) 431 443 162 665 (356) (313) (73) $ 655 $ (453) JH Long Term Care triennial review U.S. Insurance completed a comprehensive long-term care experience study. This included a review of mortality, morbidity and lapse experience, as well as the reserve for in-force rate increases filed as a result of the 2013 review. In addition, the Company implemented refinements to the modelling of future tax cash flows for long-term care. The net impact of the review was a $452 million charge to net income attributed to shareholders for the year ended December 31, 2016. Expected future claims costs increased primarily due to claims periods being longer than expected in policy liabilities, and a reduction in lapse and mortality rates. This increase in expected future claims costs was partially offset by a number of items, including expected future premium increases resulting from this year’s review and a decrease in the margin for adverse deviations related to the rate of inflation embedded in our benefit utilization assumptions. The review of premium increases assumed in the policy liabilities resulted in a benefit to earnings of $1.0 billion for the year ended December 31, 2016; this includes future premium increases that are due to our 2016 review of morbidity, mortality and lapse assumptions, and outstanding amounts from our 2013 state filings. Premium increases averaging approximately 20% will be sought on the vast majority of the in-force business, excluding the carryover of 2013 amounts requested. Our assumptions reflect the estimated timing and amount of state approved premium increases. Our actual experience obtaining price increases could be materially different than we have assumed, resulting in further increases or decreases in policy liabilities, which could be material. Mortality and morbidity updates Mortality and morbidity assumptions were updated across several business units to reflect recent experience, including updates to morbidity assumptions for certain medical insurance products in Japan, leading to a $76 million benefit to net income attributed to shareholders for the year ended December 31, 2016. Updates to lapses and policyholder behaviour U.S. Variable Annuities guaranteed minimum withdrawal benefit incidence and utilization assumptions were updated to reflect recent experience which led to a $665 million benefit to net income attributed to shareholders for the year ended December 31, 2016. We updated our incidence assumptions to reflect the favourable impact of policyholders taking withdrawals later than expected. This was partially offset by an increase in our utilization assumptions. In Japan, lapse rates for term life insurance products were increased at certain durations which led to a $228 million charge to net income attributed to shareholders for the year ended December 31, 2016. Other updates to lapse and policyholder behavior assumptions were made across several product lines, including term products in Canada, which led to a $128 million charge to net income attributed to shareholders for the year ended December 31, 2016. Updates to economic reinvestment assumptions The Company updated economic reinvestment assumptions for risk-free rates used in the valuation of policy liabilities which resulted in a $313 million charge to net income attributed to shareholders for the year ended December 31, 2016. These updates included a proactive 10 basis point reduction to our URR assumptions and a commensurate change in our calibration criteria for stochastic risk- free rates. These updates reflect the fact that interest rates are lower than they were when the current prescribed URR and calibration criteria for stochastic risk-free rates were promulgated by the Actuarial Standards Board (“ASB”) in 2014. The ASB has indicated that it will update the promulgation periodically, when necessary. We expect the promulgation to be updated in 2017 and, if required, we will make further updates to our economic reinvestment assumptions at that time. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 73 Other updates Other model refinements related to the projection of both asset and liability cash flows across several business units led to a $73 million charge to net income attributed to shareholders for the year ended December 31, 2016. This included a charge due to refinements to our CALM models and assumptions offset by a benefit due to refinements to the modelling of future tax cash flows for certain assets in the U.S. Change in net insurance contract liabilities The change in net insurance contract liabilities can be attributed to several sources: new business, acquisitions, in-force movement and currency impact. Changes in net insurance contract liabilities are substantially offset in the financial statements by premiums, investment income, policy benefits and other policy related cash flows. The changes in net insurance contract liabilities by business segment are shown below: 2017 Net Insurance Contract Liability Movement Analysis For the year ended December 31, 2017 ($ millions) Balance, January 1 New business(1),(2) In-force movement(1),(3) Changes in methods and assumptions(1) Impact of U.S. Tax Reform(4) Increase due to decision to change portfolio asset mix supporting our legacy businesses(5) Currency impact(6) Balance, December 31 Asia Division Canadian Division U.S. Division $ 54,567 2,130 8,255 (21) – $ 73,384 $ 135,192 1,276 5,329 119 2,246 139 2,304 (91) – Corporate and Other Total $ (590) $ 262,553 3,545 16,122 277 2,246 – 234 270 – – (2,688) 468 (6) 872 (9,183) – 40 1,340 (11,837) $ 62,243 $ 76,198 $ 135,851 $ (46) $ 274,246 (1) The $22,292 million increase reported as the change in insurance contract liabilities and change in reinsurance assets on the 2017 Consolidated Statements of Income primarily consists of changes due to normal in-force movement, new policies, changes in methods and assumptions, the impact of U.S. Tax Reform and the increase due to the decision to change portfolio asset mix supporting our North American legacy businesses. These 5 items net to an increase of $23,530 million, of which $22,628 million is included in the income statement increase in insurance contract liabilities and change in reinsurance assets, and $902 million is included in net claims and benefits. The Consolidated Statements of Income change in insurance contract liabilities also includes the change in embedded derivatives associated with insurance contracts. Of the $19,667 million net increase in insurance contract liabilities related to new business and in-force movement, $18,737 million was an increase in actuarial liabilities. The remaining amount was an increase of $930 million in other insurance contract liabilities. (2) New business policy liability impact is positive/(negative) when estimated future premiums, together with future investment income, are expected to be more/(less) than sufficient to pay estimated future benefits, policyholder dividends and refunds, taxes (excluding income taxes) and expenses on new policies issued. (3) The net in-force movement over the year was an increase of $16,122 million, reflecting expected growth in insurance contract liabilities in all three divisions. (4) U.S. Tax Reform, which includes the lowering of the U.S. corporate tax rate from 35% to 21% and limits on the tax deductibility of reserves, resulted in a $2,246 million pre-tax ($1,774 million post-tax) increase in policy liabilities due to the impact of temporary tax timing and permanent tax rate differences on the cash flows available to satisfy policyholder obligations. (5) The decision to reduce the allocation to ALDA in the portfolio asset mix supporting our North American legacy businesses resulted in an increase in policy liabilities due to the impact on future expected investment income on assets supporting the policies. (6) The decrease in policy liabilities from currency impact reflects the appreciation of the Canadian dollar relative to the U.S. dollar, Hong Kong dollar and Japanese yen. To the extent assets are currency matched to liabilities, the increase in insurance contract liabilities due to currency impact is offset by a corresponding increase from currency impact in the value of assets supporting those liabilities. 2016 Net Insurance Contract Liability Movement Analysis For the year ended December 31, 2016 ($ millions) Balance, January 1 New business(1),(2) In-force movement(1),(3) Changes in methods and assumptions(1) Currency impact(4) Balance, December 31 Asia Division Canadian Division U.S. Division $ 45,986 $ 71,473 $ 132,906 (493) 6,061 549 (3,831) 3,857 6,051 108 (1,435) 253 1,636 22 – Corporate and Other Total $ (503) $ 249,862 3,617 13,673 655 (5,254) – (75) (24) 12 $ 54,567 $ 73,384 $ 135,192 $ (590) $ 262,553 (1) The $17,172 million increase reported as the change in insurance contract liabilities and change in reinsurance assets on the 2016 Consolidated Statements of Income primarily consists of changes due to normal in-force movement, new policies and changes in methods and assumptions. These three items net to an increase of $17,945 million, of which $16,906 million is included in the income statement increase in insurance contract liabilities and change in reinsurance assets, and $1,039 million is included in net claims and benefits. The Consolidated Statements of Income change in insurance contract liabilities also includes the change in embedded derivatives associated with insurance contracts. Of the $17,290 million net increase in insurance contract liabilities related to new business and in-force movement, $16,196 million was an increase in actuarial liabilities. The remaining amount was an increase of $1,094 million in other insurance contract liabilities. (2) New business policy liability impact is positive/(negative) when estimated future premiums, together with future investment income, are expected to be more/(less) than sufficient to pay estimated future benefits, policyholder dividends and refunds, taxes (excluding income taxes) and expenses on new policies issued. (3) The net in-force movement over the year was an increase of $13,673 million, reflecting expected growth in insurance contract liabilities in all three divisions. (4) The decrease in policy liabilities from currency impact reflects the appreciation of the Canadian dollar relative to the U.S. dollar, Hong Kong dollar and Japanese yen. To the extent assets are currency matched to liabilities, the increase in insurance contract liabilities due to currency impact is offset by a corresponding increase from currency impact in the value of assets supporting those liabilities. 74 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Consolidation The Company is required to consolidate the financial position and results of entities it controls. Control exists when the Company: ■ has the power to govern the financial and operating policies of the entity; ■ is exposed to a significant portion of the entity’s variable returns; and is able to use its power to influence variable returns from the entity. ■ The Company uses the same principles to assess control over any entity it is involved with. In evaluating control, potential factors assessed include the effects of: ■ substantive potential voting rights that are currently exercisable or convertible; ■ contractual management relationships with the entity; ■ rights and obligations resulting from policyholders to manage investments on their behalf; and ■ the effect of any legal or contractual restraints on the Company from using its power to affect its variable returns from the entity. An assessment of control is based on arrangements in place and the assessed risk exposures at inception. Initial evaluations are reconsidered at a later date if: ■ the Company acquires additional interests in the entity or its interests in an entity are diluted; ■ the contractual arrangements of the entity are amended such that the Company’s involvement with the entity changes; or ■ the Company’s ability to use its power to affect its variable returns from the entity changes. Subsidiaries are consolidated from the date on which control is obtained by the Company and cease to be consolidated from the date that control ceases. Fair Value of Invested Assets A large portion of the Company’s invested assets are recorded at fair value. Refer to note 1 to the 2017 Consolidated Financial Statements for a description of the methods used in determining fair values. When quoted prices in active markets are not available for a particular investment, significant judgment is required to determine an estimated fair value based on market standard valuation methodologies including discounted cash flow methodologies, matrix pricing, consensus pricing services, or other similar techniques. The inputs to these market standard valuation methodologies include: current interest rates or yields for similar instruments, credit rating of the issuer or counterparty, industry sector of the issuer, coupon rate, call provisions, sinking fund requirements, tenor (or expected tenor) of the instrument, management’s assumptions regarding liquidity, volatilities and estimated future cash flows. Accordingly, the estimated fair values are based on available market information and management’s judgments about the key market factors impacting these financial instruments. Financial markets are susceptible to severe events evidenced by rapid depreciation in asset values accompanied by a reduction in asset liquidity. The Company’s ability to sell assets, or the price ultimately realized for these assets, depends upon the demand and liquidity in the market and increases the use of judgment in determining the estimated fair value of certain assets. Evaluation of Invested Asset Impairment AFS fixed income and equity securities are carried at fair market value, with changes in fair value recorded in other comprehensive income (“OCI”) with the exception of unrealized gains and losses on foreign currency translation of AFS fixed income securities which are included in net income attributed to shareholders. Securities are reviewed on a regular basis and any fair value decrement is transferred out of accumulated other comprehensive income (“AOCI”) and recorded in net income attributed to shareholders when it is deemed probable that the Company will not be able to collect all amounts due according to the contractual terms of a fixed income security or when fair value of an equity security has declined significantly below cost or for a prolonged period of time. Provisions for impairments of mortgage loans and private placement loans are recorded with losses reported in earnings when there is no longer reasonable assurance as to the timely collection of the full amount of the principal and interest. Significant judgment is required in assessing whether an impairment has occurred and in assessing fair values and recoverable values. Key matters considered include economic factors, Company and industry specific developments, and specific issues with respect to single issuers and borrowers. Changes in circumstances may cause future assessments of asset impairment to be materially different from current assessments, which could require additional provisions for impairment. Additional information on the process and methodology for determining the allowance for credit losses is included in the discussion of credit risk in note 10 to the 2017 Consolidated Financial Statements. Derivative Financial Instruments The Company uses derivative financial instruments (“derivatives”) including swaps, forwards and futures agreements, and options to help manage current and anticipated exposures to changes in interest rates, foreign exchange rates, commodity prices and equity market prices, and to replicate permissible investments. Refer to note 5 to the 2017 Consolidated Financial Statements for a description of the methods used to determine the fair value of derivatives. The accounting for derivatives is complex and interpretations of the primary accounting guidance continue to evolve in practice. Judgment is applied in determining the availability and application of hedge accounting designations and the appropriate accounting treatment under such accounting guidance. Differences in judgment as to the availability and application of hedge accounting Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 75 designations and the appropriate accounting treatment may result in a differing impact on the Consolidated Financial Statements of the Company from that previously reported. Assessments of hedge effectiveness and measurements of ineffectiveness of hedging relationships are also subject to interpretations and estimations. If it was determined that hedge accounting designations were not appropriately applied, reported net income attributed to shareholders could be materially affected. Employee Future Benefits The Company maintains defined contribution and defined benefit pension plans and other post-employment plans for employees and agents, including registered (tax qualified) pension plans that are typically funded, as well as supplemental non-registered (non qualified) pension plans for executives, retiree welfare plans and disability welfare plans that are typically not funded. The largest defined benefit pension and retiree welfare plans in the U.S. and Canada are the material plans that are discussed herein and in note 16 to the 2017 Consolidated Financial Statements. Due to the long-term nature of defined benefit pension and retiree welfare plans, the calculation of the defined benefit obligation and net benefit cost depends on various assumptions such as discount rates, salary increase rates, cash balance interest crediting rates, health care cost trend rates and rates of mortality. These assumptions are determined by management and are reviewed annually. The key assumptions, as well as the sensitivity of the defined benefit obligation to changes in these assumptions, are presented in note 16 to the 2017 Consolidated Financial Statements. Changes in assumptions and differences between actual and expected experience give rise to actuarial gains and losses that affect the amount of the defined benefit obligation and other comprehensive income (“OCI”). During 2017, the actual experience resulted in a gain of $83 million (2016 – gain of $136 million) for the defined benefit pension plans and a loss of $2 million (2016 – gain of $6 million) for the retiree welfare plans. Contributions to the registered (tax qualified) defined benefit pension plans are made in accordance with the applicable U.S. and Canadian regulations. During 2017, the Company contributed $26 million (2016 – $42 million) to these plans. As at December 31, 2017, the difference between the fair value of assets and the defined benefit obligation for these plans was a surplus of $383 million (2016 – surplus of $292 million). For 2018, the contributions to the plans are expected to be approximately $31 million. The Company’s supplemental pension plans for executives are not funded; benefits under these plans are paid as they become due. During 2017, the Company paid benefits of $59 million (2016 – $65 million) under these plans. As at December 31, 2017, the defined benefit obligation for these plans amounted to $761 million (2016 – $782 million). The Company’s retiree welfare plans are partially funded, although there are no regulations or laws governing or requiring the funding of these plans. As at December 31, 2017, the difference between the fair value of plan assets and the defined benefit obligation for these plans was a deficit of $78 million (2016 – deficit of $79 million). Income Taxes The Company is subject to income tax laws in various jurisdictions. Tax laws are complex and potentially subject to different interpretations by the taxpayer and the relevant tax authority. The provision for income taxes represents management’s interpretation of the relevant tax laws and its estimate of current and future income tax implications of the transactions and events during the period. A deferred tax asset or liability results from temporary differences between carrying values of the assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are recorded based on expected future tax rates and management’s assumptions regarding the expected timing of the reversal of such temporary differences. The realization of deferred tax assets depends upon the existence of sufficient taxable income within the carryback or carry forward periods under the tax law in the applicable tax jurisdiction. A deferred tax asset is recognized to the extent that future realization of the tax benefit is probable. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the tax benefit will be realized. Factors in management’s determination include, among other things, the following: ■ future taxable income exclusive of reversing temporary differences and carry forwards; ■ future reversals of existing taxable temporary differences; ■ taxable income in prior carryback years; and ■ tax planning strategies. The Company may be required to change its provision for income taxes if the ultimate deductibility of certain items is successfully challenged by taxing authorities or if estimates used in determining the amount of deferred tax assets to recognize change significantly, or when receipt of new information indicates the need for adjustment in the recognition of deferred tax assets. Additionally, future events, such as changes in tax laws, tax regulations, or interpretations of such laws or regulations, could have an impact on the provision for income tax, deferred tax balances, actuarial liabilities (see Critical Accounting and Actuarial Policies – Expenses and Taxes above) and the effective tax rate. Any such changes could significantly affect the amounts reported in the Consolidated Financial Statements in the year these changes occur. In 2017, we reported a charge of $1.8 billion related to U.S. Tax Reform. Of this amount, $2.2 billion related to the pre-tax impact on insurance contract liabilities, offset by a $472 million reduction in the net deferred tax asset. Goodwill and Intangible Assets Under IFRS, goodwill is tested at the cash generating unit level (“CGU”) or group of CGUs level. A CGU comprises the smallest group of assets that are capable of generating largely independent cash flows and is either a business segment or a level below. The tests 76 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis performed in 2017 demonstrated that there was no impairment of goodwill or intangible assets with indefinite lives. Changes in discount rates and cash flow projections used in the determination of embedded values or reductions in market-based earnings multiples may result in impairment charges in the future, which could be material. Impairment charges could occur in the future as a result of changes in economic conditions. The goodwill testing for 2018 will be updated based on the conditions that exist in 2018 and may result in impairment charges, which could be material. Future Accounting and Reporting Changes There are a number of new accounting and reporting changes issued under IFRS including those still under development by the International Accounting Standards Board (“IASB”) that will impact the Company beginning in 2018. Summaries of each of the most recently issued key accounting standards are presented below. (a) Changes effective in 2017 (I) Annual Improvements 2014 – 2016 Cycle Effective January 1, 2017, the Company adopted certain amendments issued within the Annual Improvements to IFRS Standards 2014 – 2016 Cycle, as issued by the IASB in December 2016. There are various minor amendments which are effective in 2017, with other amendments being effective January 1, 2018. The currently effective amendments were applied retrospectively. Adoption of these amendments did not have a significant impact on the Company’s Consolidated Financial Statements. (II) Amendments to IAS 12 “Income Taxes” Effective January 1, 2017, the Company adopted the amendments issued in January 2016 to IAS 12 “Income Taxes”. These amendments were applied retrospectively. The amendments clarify recognition of deferred tax assets relating to unrealized losses on debt instruments measured at fair value. A deductible temporary difference arises when the carrying amount of the debt instrument measured at fair value is less than the cost for tax purposes, irrespective of whether the debt instrument is held for sale or held to maturity. The recognition of the deferred tax asset that arises from this deductible temporary difference is considered in combination with other deferred taxes applying local tax law restrictions where applicable. In addition, when estimating future taxable profits, consideration can be given to recovering more than the asset’s carrying amount where probable. Adoption of these amendments did not have a significant impact on the Company’s Consolidated Financial Statements. (III) Amendments to IAS 7 “Statement of Cash Flows” Effective January 1, 2017, the Company adopted the amendments issued in January 2016 to IAS 7 “Statement of Cash Flows”. These amendments were applied prospectively. These amendments require companies to provide information about changes in their financing liabilities. Adoption of these amendments did not have a significant impact on the Company’s Consolidated Financial Statements. (b) Accounting and reporting changes issued with an effective date later than 2017 (I) Amendments to IFRS 15 “Revenue from Contracts with Customers” IFRS 15 “Revenue from Contracts with Customers” was issued in May 2014, and replaces IAS 11 “Construction Contracts”, IAS 18 “Revenue” and several interpretations. Amendments to IFRS 15 were issued in April 2016. IFRS 15 as amended is effective for annual periods beginning on or after January 1, 2018. The Company will adopt IFRS 15 effective January 1, 2018, using the modified retrospective method with no restatement of comparative information. IFRS 15 clarifies revenue recognition principles, provides a robust framework for recognizing revenue and cash flows arising from contracts with customers and enhances qualitative and quantitative disclosure requirements. IFRS 15 does not apply to insurance contracts, financial instruments and lease contracts. The Company’s service arrangements are generally satisfied over time, with revenue measured and collected from customers within a short term, as services are rendered. Adoption of IFRS 15 is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (II) IFRS Interpretation Committee (“IFRIC”) Interpretation 22 “Foreign Currency Transactions and Advance Consideration” IFRIC 22 “Foreign Currency Transactions and Advance Consideration” was issued in December 2016, is effective for annual periods beginning on or after January 1, 2018, and may be applied retrospectively or prospectively. IFRIC 22 addresses which foreign exchange rate to use to measure a foreign currency transaction when advance payments are made or received and non-monetary assets or liabilities are recognized prior to recognition of the underlying transaction. IFRIC 22 does not relate to goods or services accounted for at fair value or at the fair value of consideration paid or received at a date other than the date of initial recognition of the non-monetary asset or liability, or to income taxes, insurance contracts or reinsurance contracts. The foreign exchange rate on the day of the advance payment is used to measure the foreign currency transaction. If multiple advance payments are made or received, each payment is measured separately. The Company is assessing the impact of this standard. Adoption of IFRIC 22 is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (III) Amendments to IFRS 2 “Share-Based Payment” Amendments to IFRS 2 “Share-Based Payment” were issued in June 2016, and are effective for annual periods beginning on or after January 1, 2018, to be applied prospectively. The amendments clarify the effects of vesting and non-vesting conditions on the Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 77 measurement of cash-settled share-based payments; provide guidance on the classification of share-based payment transactions with net settlement features for withholding tax obligations; and clarify accounting for modification to the terms and conditions of a share- based payment that changes the classification of the transaction from cash-settled to equity-settled. Adoption of these amendments is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (IV) IFRS 9 “Financial Instruments” IFRS 9 “Financial Instruments” was issued in November 2009 and amended in October 2010, November 2013 and July 2014 and is effective for years beginning on or after January 1, 2018, to be applied retrospectively, or on a modified retrospective basis. It is intended to replace IAS 39 “Financial Instruments: Recognition and Measurement”. The project has been divided into three phases: classification and measurement, impairment of financial assets, and hedge accounting. IFRS 9’s current classification and measurement methodology provides that financial assets are measured at either amortized cost or fair value on the basis of the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial assets. The classification and measurement for financial liabilities remains generally unchanged; however, for a financial liability designated as at fair value through profit or loss, revisions have been made in the accounting for changes in fair value attributable to changes in the credit risk of that liability. Gains or losses caused by changes in an entity’s own credit risk on such liabilities are no longer recognized in profit or loss but instead are reflected in OCI. Revisions to hedge accounting were issued in November 2013 as part of the overall IFRS 9 project. The amendment introduces a new hedge accounting model, together with corresponding disclosures about risk management activity for those applying hedge accounting. The new model represents a substantial overhaul of hedge accounting that will enable entities to better reflect their risk management activities in their financial statements. Revisions issued in July 2014 replace the existing incurred loss model used for measuring the allowance for credit losses with an expected loss model. Changes were also made to the existing classification and measurement model designed primarily to address specific application issues raised by early adopters of the standard. The revision also addresses the income statement accounting mismatches and short-term volatility issues which have been identified as a result of the insurance contracts project. Revisions issued in October 2017 are effective for annual periods beginning on or after January 1, 2019, to be applied retrospectively. The amendments allow financial assets to be measured at amortized cost or fair value through OCI even if the lender is required to pay a reasonable compensation in the event of an early termination of the contract by the borrower (also referred to as prepayment features with negative compensation). The Company expects to defer IFRS 9 until January 1, 2021 as allowed under the amendments to IFRS 4 “Insurance Contracts” outlined below. The Company is assessing the impact of this standard. (V) Amendments to IFRS 4 “Insurance Contracts” Amendments to IFRS 4 “Insurance Contracts” were issued in September 2016, which are effective for annual periods beginning on or after January 1, 2018. The amendments introduce two approaches to address the concerns about the differing effective dates of IFRS 9 “Financial Instruments” and IFRS 17 “Insurance Contracts”: the overlay approach and the deferral approach. The overlay approach provides an option for all issuers of insurance contracts to adjust profit or loss for eligible financial assets by removing any additional accounting volatility that may arise from applying IFRS 9 before IFRS 17 is implemented. The deferral approach provides companies whose activities are predominantly related to insurance an optional temporary exemption from applying IFRS 9 until January 1, 2021. The Company expects to defer IFRS 9 until January 1, 2021. (VI) IFRS 17 “Insurance Contracts” IFRS 17 was issued in May 2017 and is effective for years beginning on January 1, 2021, and to be applied retrospectively. If full retrospective application to a group of contracts is impractical, the modified retrospective or fair value methods may be used. The standard will replace IFRS 4 “Insurance Contracts” and will materially change the recognition and measurement of insurance contracts and the corresponding presentation and disclosures of the Company’s Financial Statements and MD&A. We are assessing the implications of this standard and expect that it will have a significant impact on the Company’s Consolidated Financial Statements. In addition, in certain jurisdictions, including Canada, it could have a material effect on tax and regulatory capital positions that are dependent upon IFRS accounting values. For life insurance companies, such as Manulife, that have complex long-duration products and/or regulatory and tax regimes dependent upon IFRS accounting values, we believe that an effective date of January 1, 2021 is aggressive. Therefore, while our implementation project is well underway, we and others in the life insurance industry are encouraging the IASB to defer the effective date. (VII) IFRS 16 “Leases” IFRS 16 “Leases” was issued in January 2016 and is effective for years beginning on or after January 1, 2019, to be applied retrospectively or on a modified retrospective basis. It will replace IAS 17 “Leases” and IFRIC 4 “Determining whether an arrangement contains a lease”. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract, the customer (“lessee”) and the supplier (“lessor”). The standard brings most leases on-balance sheet for lessees under a single model, eliminating the previous classifications of operating and finance leases. Exemptions to this treatment are for lease contracts with low value assets or leases with duration less than one year. The on-balance sheet treatment will result in the grossing up of the balance sheet due to right-of-use assets being recognized with offsetting liabilities. Lessor accounting will remain largely unchanged with previous classifications of operating and finance leases being maintained. The Company is assessing the impact of this standard. 78 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis (VIII) IFRIC 23 “Uncertainty over Income Tax Treatments” IFRIC 23 “Uncertainty over Income Tax Treatments” was issued in June 2017 and is effective for years beginning on or after January 1, 2019, to be applied retrospectively. IFRIC 23 provides guidance on applying the recognition and measurement requirements in IAS 12 when there is uncertainty over income tax treatments including whether uncertain tax treatments should be considered together or separately based on which approach better predicts resolution of the uncertainty. Adoption of IFRIC 23 is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (IX) Amendments to IAS 28 “Investments in Associates and Joint Ventures” Amendments to IAS 28 “Investments in Associates and Joint Ventures” were issued in October 2017 and are effective for annual periods beginning on or after January 1, 2019, to be applied retrospectively. The amendments clarify that an entity applies IFRS 9 “Financial Instruments” to financial interests in an associate or joint venture to which the equity method is not applied. IAS 39 will be applied to these interests until IFRS 9 is adopted in 2021. Adoption of these amendments is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (X) Annual Improvements 2015 – 2017 Cycle Annual Improvements 2015 – 2017 Cycle was issued in December 2017 and is effective for years beginning on or after January 1, 2019. The IASB issued three minor amendments to different standards as part of the Annual Improvements process, with the amendments to be applied prospectively. Adoption of these amendments is not expected to have significant impact on the Company’s Consolidated Financial Statements. Differences between IFRS and Hong Kong Financial Reporting Standards Manulife’s Consolidated Financial Statements are presented in accordance with IFRS. IFRS differs in certain respects from Hong Kong Financial Reporting Standards (“HKFRS”). Until IFRS 17 “Insurance Contracts” is issued and becomes effective, IFRS 4 “Insurance Contracts” permits the use of the insurance standard in effect at the time an issuer adopts IFRS. IFRS insurance contract liabilities are valued in Canada under standards established by the Canadian Actuarial Standards Board. In certain interest rate environments, insurance contract liabilities determined in accordance with HKFRS may be higher than those computed in accordance with current IFRS. IFRS and Hong Kong Regulatory Requirements Insurers in Hong Kong are required by the Office of the Commissioner of Insurance to meet minimum solvency requirements. As at December 31, 2017, the Company’s business that falls within the scope of these requirements has sufficient assets to meet the minimum solvency requirements under both Hong Kong regulatory requirements and IFRS. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 79 Risk Factors Our insurance, wealth and asset management and other financial services businesses subject Manulife to a broad range of risks. Management has identified the following risks and uncertainties to which our businesses, operations and financial condition are subject. The risks and uncertainties described below are not the only ones facing us. Additional risks not presently known to us or that we currently deem immaterial could also impair our businesses, operations and financial condition. If any of such risks should occur, the trading price of our securities, including common shares, preferred shares and debt securities, could decline, and you may lose all or part of your investment. Strategic Risk Factors We operate in highly competitive markets and compete for customers with both insurance and non-insurance financial services companies. Customer loyalty and retention, and access to distributors, are important to the Company’s success and are influenced by many factors, including our distribution practices and regulations, product features, service levels, prices, and our financial strength ratings and reputation. We may not be successful in executing our business strategies or these strategies may not achieve our objectives. ■ Refer to “Risk Management – Strategic Risk” above. ■ The economic environment could be volatile and our regulatory environment will continue to evolve, potentially with higher capital requirements which could materially impact our competitiveness. Further, the attractiveness of our product offerings relative to our competitors will be influenced by competitor actions as well as our own, and the requirements of the applicable regulatory regimes. For these and other reasons, there is no certainty that we will be successful in implementing our business strategies or that these strategies will achieve the objectives we target. ■ Macro-economic factors may result in our inability to achieve business strategies and plans. Of note, economic factors such as flat or declining equity markets, equity market volatility, or a period of prolonged low interest rates could impact our ability to achieve business objectives. Other factors, such as management actions taken to bolster capital and manage the Company’s risk profile, including new or amended reinsurance agreements, and additional actions that the Company may take to help manage near-term regulatory capital ratios or help mitigate equity market and interest rate exposures, could adversely impact our longer-term earnings potential. ■ We may not be able to fully realize the anticipated long-term benefits we expect to result from our decision to reduce the allocation to ALDA in our portfolio asset mix over the next 12-18 months. This initiative will require us to complete multiple asset dispositions, the success of which will depend on a number of factors, some of which are beyond our control, including macro-economic conditions and regulatory changes. If we are unable to complete these dispositions, or we complete them at prices or on a timeline which is not consistent with our current expectations, additional charges may be incurred in the future. In addition, the impact of our decision to reduce the allocation to ALDA in our portfolio asset mix relies, in part, on our ability to effectively redeploy the capital released by this decision into other investments. There can be no certainty that the performance of these other investments will meet our current expectations. Our insurance businesses are heavily regulated, and changes in regulation may reduce our profitability and limit our growth. ■ Our insurance operations are subject to a wide variety of insurance and other laws and regulations. Insurance and securities ■ ■ regulators in Canada, the United States, Asia and other jurisdictions regularly re-examine existing laws and regulations applicable to insurance companies, investment advisors, brokers-dealers and their products. Compliance with applicable laws and regulations is time consuming and personnel-intensive, and changes in these laws and regulations or in the interpretation or enforcement thereof, may materially increase our direct and indirect compliance costs and other expenses of doing business, thus having a material adverse effect on our results of operations and financial condition. In addition, international regulators as well as domestic financial authorities and regulators in many countries have been reviewing their capital requirements and are implementing, or are considering implementing, changes aimed at strengthening risk management and capitalization of financial institutions. Future regulatory capital, actuarial and accounting changes, including changes with a retroactive impact, could have a material adverse effect on the Company’s consolidated financial condition, results of operations and regulatory capital both on transition and going forward. In addition, such changes could have a material adverse effect on the Company’s position relative to that of other Canadian and international financial institutions with which Manulife competes for business and capital. See “Risk Management – Regulatory Updates” section above for changes related to the revised regulatory capital framework in Canada that became effective January 1, 2018. In Canada, MFC and its principal operating subsidiary, MLI, are governed by the Insurance Companies Act (Canada) (“ICA”). The ICA is administered, and the activities of the Company are supervised, by the Office of the Superintendent of Financial Institutions (“OSFI”). MLI is also subject to regulation and supervision under the insurance laws of each of the provinces and territories of Canada. Regulatory oversight is vested in various governmental agencies having broad administrative power with respect to, among other things, dividend payments, capital adequacy and risk-based capital requirements, asset and reserve valuation requirements, permitted investments and the sale and marketing of insurance contracts. These regulations are intended to protect policyholders and beneficiaries rather than investors and may adversely impact shareholder value. 80 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis ■ Some recent examples of regulatory and professional standard developments, in addition to the developments outlined in the “Risk Management – Regulatory Updates” section above, which could impact our net income attributed to shareholders and/or capital position are provided below. O In 2013, the International Association of Insurance Supervisors (“IAIS”) committed to the completion of several capital initiatives that would apply to select global insurance groups to reflect their systemic importance to the international financial system, including Basic Capital Requirements introduced in 2015, and the Higher Loss Absorbency requirements to be implemented in 2019. The most relevant for us is the IAIS plan to adopt a global Insurance Capital Standard in 2019 that will apply to all large internationally active insurance groups. It is not yet known how the proposals will affect capital requirements and Manulife’s competitive position; however, in November 2017, the IAIS announced a plan to introduce the Insurance Capital Standard in two phases – a 5-year monitoring phase followed by an implementation phase. The 5-year monitoring phase will consist of mandatory confidential reporting. In addition, IAIS designates annually a group of Global Systemically Important Insurers (“GSII”) that are subject to incremental capital and oversight requirements. While Manulife was not named a GSII in the past, there remains a risk of such a designation. The list of companies designated as GSIIs was not updated in 2017 to allow the IAIS time to complete its work developing an Activities-Based Approach to the designation of GSIIs which could be used for future designations. O The National Association of Insurance Commissioners (“NAIC”) has been reviewing reserving and capital methodologies as well as the overall risk management framework. These reviews will affect U.S. life insurers, including John Hancock, and could lead to increased reserving and/or capital requirements for our business in the U.S. In addition, the NAIC is continuing to explore the development of a group capital calculation tool; however, the scope of any such tool has not yet been determined. ■ The Actuarial Standards Board (“ASB”) promulgates certain assumptions referenced in the CIA Standards of Practice for the ■ valuation of insurance contract liabilities. These promulgations are updated periodically and in the event that new promulgations are published, they will apply to the determination of actuarial liabilities and may lead to an increase in actuarial liabilities and a reduction in net income attributed to shareholders. In 2017, the ASB updated the Ultimate Reinvestment Rate (“URR”) assumption with a 10 basis point reduction. Long-term risk-free rates continue to be below the updated URR and further reductions to the URR by the ASB would result in an increase in actuarial liabilities and a reduction in net income attributed to shareholders. In the United States, state insurance laws regulate most aspects of our business, and our U.S. insurance subsidiaries are regulated by the insurance departments of the states in which they are domiciled and the states in which they are licensed. State laws grant insurance regulatory authorities broad administrative powers with respect to, among other things: licensing companies and agents to transact business; calculating the value of assets to determine compliance with statutory requirements; mandating certain insurance benefits; regulating certain premium rates; reviewing and approving policy forms; regulating unfair trade and claims practices, including through the imposition of restrictions on marketing and sales practices, distribution arrangements and payment of inducements; regulating advertising; protecting privacy; establishing statutory capital and reserve requirements and solvency standards; fixing maximum interest rates on insurance policy loans and minimum rates for guaranteed crediting rates on life insurance policies and annuity contracts; approving changes in control of insurance companies; restricting the payment of dividends and other transactions between affiliates; and regulating the types, amounts and valuation of investments. Changes in any such laws and regulations, or in the interpretation or enforcement thereof by regulators, could significantly affect our business, results of operations and financial condition. ■ Currently, the U.S. federal government does not directly regulate the business of insurance. However, federal legislation and administrative policies in several areas can significantly and adversely affect state regulated insurance companies. These areas include financial services regulation, securities regulation, pension regulation, privacy, tort reform legislation and taxation. In addition, under the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”), the U.S. Board of Governors of the Federal Reserve has supervisory powers over non-bank financial companies that are determined to be systemically important, including certain insurance companies. For further discussion on Dodd-Frank, refer to the risk factor entitled “Dodd-Frank could adversely impact our results of operations and our liquidity”. Insurance guaranty associations in Canada and the United States have the right to assess insurance companies doing business in their jurisdiction for funds to help pay the obligations of insolvent insurance companies to policyholders and claimants. Because the amount and timing of an assessment is beyond our control, the liabilities that we have currently established for these potential liabilities may not be adequate. ■ ■ While many of the laws and regulations to which we are subject are intended to protect policyholders, beneficiaries, depositors and investors in our products and services, others also set standards and requirements for the governance of our operations. Failure to comply with applicable laws or regulations could result in financial penalties or sanctions, and damage our reputation. ■ From time to time, regulators raise issues during examinations or audits of Manulife that could have a material adverse impact on us. We cannot predict whether or when regulatory actions may be taken that could adversely affect our operations. For further discussion of government regulation and legal proceedings refer to “Government Regulation” in MFC’s Annual Information Form dated February 7, 2018 and “Legal and Regulatory Proceedings” below. Refer to the risk factor “Our non-North American operations face political, legal, operational and other risks that could negatively affect those operations or our results of operations and financial condition” for further discussion on the impact to our operations. Dodd-Frank could adversely impact our results of operations and our liquidity. ■ Dodd-Frank establishes a framework for regulation of over-the-counter (“OTC”) derivatives which affects activities of the Company that use derivatives for various purposes, including hedging equity market, interest rate and foreign currency exposures. Regulations Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 81 promulgated by the U.S. Commodity Futures Trading Commission (“CFTC”) and proposed by the U.S. Securities and Exchange Commission (“SEC”) under Dodd-Frank require certain types of OTC derivative transactions to be cleared through a regulated clearinghouse, and a subset of such transactions to be executed through a centralized exchange or regulated facility. These CFTC rules impose, and the SEC rules may impose, additional costs on the Company. ■ Both cleared and non-cleared derivative transactions are now subject to margin requirements under Dodd-Frank. Cleared derivatives ■ transactions are subject to daily initial margin, and variation margin requirements imposed by the clearinghouse, while our non- cleared derivatives are subject to daily variation margin requirements. These margin requirements impose costs and increase liquidity risk for the Company. These margin requirements combined with the more restricted list of securities that qualify as eligible collateral for both cleared and non-cleared derivatives requires us to hold larger positions in cash and treasuries, which could reduce net income attributed to shareholders. In-force OTC derivative transactions are grandfathered and will migrate to being cleared through exchanges over time, or the Company may elect to accelerate the migration. As such, this may not become a significant risk for Manulife until a large portion of our derivatives have transitioned to clearinghouses (expected in the 2021 to 2023 timeframe) and market conditions adverse to liquidity (material increases in interest rates and/or equity markets) have been experienced. However, in certain situations such as ratings downgrade, our counterparties may be able to accelerate the transition by exercising any potential rights to terminate the contract. Some OTC derivative contracts also give Manulife and its counterparties the right to cancel the contract after specific dates. Any such cancellation by our counterparties could accelerate the transition to clearing. ■ The full impact of these regulations on our operations, hedging costs, hedging strategy and its implementation, is still evolving, and it remains unclear whether Dodd-Frank and similar regulations in other jurisdictions will lead to an increase or decrease in or change in composition of the risks we seek to hedge. ■ Manulife has been closely monitoring the evolving regulations and industry trends pertaining to these requirements. International Financial Reporting Standards will have a material impact on our financial results. ■ The IASB has issued a new accounting standard for insurance contracts in 2017, with an effective date of 2021. Until this standard is effective, IFRS does not currently prescribe an insurance contract measurement model and therefore, as permitted by IFRS 4 “Insurance Contracts”, insurance contract liabilities continue to be measured using CALM. Under CALM, the measurement of actuarial liabilities is based on projected liability cash flows, together with estimated future premiums and net investment income generated from assets held to support those liabilities. ■ The standard could create material volatility in our financial results and capital position; and could result in a lower discount rate used for the determination of actuarial liabilities, thereby increasing our actuarial liabilities and reducing our equity. The Company’s capital position (see note below) and income for accounting purposes could be significantly influenced by prevailing market conditions, resulting in volatility of reported results, that may necessitate changes to business strategies. The standard requires that margins created from the sale of new business are deferred in full, eliminating accounting gains at the time of sale. Note: The regulatory capital framework in Canada is currently aligned with IFRS. In Canada, OSFI will decide on the appropriate recognition of the accounting outcomes within the regulatory capital framework. ■ Additionally, other jurisdictions may not adopt the standard as issued or on the same timeline as published by the IASB, and there is a possibility that Canada will be the first to adopt the standard. Adopting the standard in Canada before it is adopted elsewhere could increase our cost of capital compared with global competitors and the banking sector in Canada. ■ Any mismatch between the underlying economics of our business and the new accounting standard could have significant unintended negative consequences on our business model; and potentially affect our customers, shareholders and the capital markets. Changes in tax laws, tax regulations, or interpretations of such laws or regulations could make some of our products less attractive to consumers, could increase our corporate taxes or cause us to change the value of our deferred tax assets and liabilities as well as our tax assumptions included in the valuation of our policy liabilities. This could have a material adverse effect on our business, results of operations and financial condition. ■ Many of the products that the Company sells benefit from one or more forms of preferred tax treatment under current income tax regimes. For example, the Company sells life insurance policies that benefit from the deferral or elimination of taxation on earnings accrued under the policy, as well as permanent exclusion of certain death benefits that may be paid to policyholders’ beneficiaries. We also sell annuity contracts that allow the policyholders to defer the recognition of taxable income earned within the contract. Other products that the Company sells, such as certain employer-paid health and dental plans, also enjoy similar, as well as other, types of tax advantages. The Company also benefits from certain tax benefits, including tax-exempt interest, dividends-received deductions, tax credits (such as foreign tax credits), and favourable tax rates and/or income measurement rules for tax purposes. ■ There is risk that tax legislation could be enacted that would lessen or eliminate some or all of the tax advantages currently benefiting the Company or its policyholders or its other clients. This could occur in the context of deficit reduction or other tax reforms. The effects of any such changes could result in materially lower product sales, lapses of policies currently held, and/or our incurrence of materially higher corporate taxes, any of which could have a material adverse effect on our business, results of operations and financial condition. ■ Additionally, the Company may be required to change its provision for income taxes or carrying amount of deferred tax assets or liabilities if the characterization of certain items is successfully challenged by taxing authorities or if future transactions or events, which could include changes in tax laws, tax regulations or interpretations of such laws or regulations, occur. Any such changes could significantly affect the amounts reported in the Consolidated Financial Statements in the year these changes occur. 82 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis ■ On December 22, 2017, the U.S. government enacted new tax legislation effective January 1, 2018 (“U.S. Tax Reform”). The legislation makes broad and complex changes to the U.S. tax code and accordingly it will take time to assess and interpret the changes. Based on a preliminary understanding of the new legislation, we have recorded a provisional charge of $1.8 billion, post-tax, for the estimated impact of U.S. Tax Reform on policyholder liabilities and deferred tax assets, including the reduction in the U.S. federal corporate income tax rate and the impact of specific life insurance regulations which limits the deductibility of reserves for U.S. federal income tax purposes. This provisional charge may change materially in the future following a more comprehensive review of the legislation, including changes in interpretations and tax assumptions made in the valuation of policy liabilities as well as implementation of and guidance from the Internal Revenue Service and other bodies, and as a result of any future changes or amendments to that legislation. ■ As corporations adapt to U.S. Tax Reform, their actions could lead to a reduction in the amount of corporate borrowings. Lower borrowings may mean less corporate issuance which may lead to tighter spreads. Access to capital may be negatively impacted by market conditions. ■ Disruptions, uncertainty or volatility in the financial markets may limit our access to capital required to operate our business. Such market conditions may limit our ability to satisfy regulatory capital requirements, to access the capital necessary to grow our business and meet our refinancing requirements. Under extreme conditions, we may be forced, among other things, to delay raising capital, issue different types of capital than we would otherwise, less effectively deploy such capital, issue shorter term securities than we prefer, or issue securities that bear an unattractive cost of capital which could decrease our profitability, dilute our existing shareholders, and significantly reduce our financial flexibility. We may experience future downgrades in our financial strength or credit ratings, which may materially adversely impact our financial condition and results of operations. ■ Credit rating agencies publish financial strength ratings on life insurance companies that are indicators of an insurance company’s ability to meet contract holder and policyholder obligations. Credit rating agencies also assign credit ratings, which are indicators of an issuer’s ability to meet the terms of its obligations in a timely manner, and are important factors in a company’s overall funding profile and ability to access external capital. ■ Ratings are important factors in establishing the competitive position of insurance companies, maintaining public confidence in products being offered, and determining the cost of capital. A ratings downgrade, or the potential for such a downgrade could, among other things: increase our cost of capital and limit our access to the capital markets; cause some of our existing liabilities to be subject to acceleration, additional collateral support, changes in terms, or additional financial obligations; result in the termination of our relationships with broker-dealers, banks, agents, wholesalers and other distributors of our products and services; unfavourably impact our ability to execute on our hedging strategies; materially increase the number of surrenders, for all or a portion of the net cash values, by the owners of policies and contracts we have issued, and materially increase the number of withdrawals by policyholders of cash values from their policies; and reduce new sales. Any of these consequences could adversely affect our results of operations and financial condition. ■ Credit rating agencies remain concerned with: our capital and net earnings volatility associated with fair-value accounting; net residual exposures to equity markets and lower interest rates; challenges associated with managing in-force long-term care, universal life with secondary guarantees and variable annuity products in the U.S. Some credit rating agencies also view our financial leverage and earnings coverage metrics as not meeting expectations. There can be no guarantee that downgrades will not occur. It is possible that there will be changes in the benchmarks for capital, liquidity, earnings and other factors used by these credit rating agencies that are important to a ratings assignment at a particular rating level. Any such changes could have a negative impact on our ratings, which could adversely impact our results of operations, financial condition and access to capital markets. ■ Competitive factors may adversely affect our market share and profitability. ■ The insurance, wealth and asset management industries are highly competitive. Our competitors include other insurers, securities firms, investment advisors, mutual funds, banks and other financial institutions. Financial service firms which rely heavily on technology-driven business models (e.g. fintech and insurtech firms) are also increasingly becoming potential competitors. Our competitors compete with us for customers, access to distribution channels such as brokers and independent agents, and for employees. In some cases, competitors may be subject to less onerous regulatory requirements, have lower operating costs or have the ability to absorb greater risk while maintaining their financial strength ratings, thereby allowing them to price their products more competitively or offer features that make their products more attractive. These competitive pressures could result in lower new business volumes and increased pricing pressures on a number of our products and services that may harm our ability to maintain or increase our profitability. Because of the highly competitive nature of the financial services industry, there can be no assurance that we will continue to effectively compete with our industry rivals and competitive pressure may have a material adverse effect on our business, results of operations and financial condition. We may experience difficulty in marketing and distributing products through our current and future distribution channels. ■ We distribute our insurance and wealth management products through a variety of distribution channels, including brokers, independent agents, broker-dealers, banks, wholesalers, affinity partners, other third-party organizations and our own sales force in Asia. We generate a significant portion of our business through individual third-party arrangements. We periodically negotiate provisions and renewals of these relationships, and there can be no assurance that such terms will remain acceptable to us or relevant third parties. An interruption in our continuing relationship with certain of these third parties could significantly affect our Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 83 ability to market our products and could have a material adverse effect on our business, results of operations and financial condition. Industry trends could adversely affect the profitability of our businesses. ■ Our business segments continue to be influenced by a variety of trends that affect our business and the financial services industry in general. The impact of the volatility and instability of the financial markets on our business is difficult to predict. The Company’s business plans, financial condition and results of operations have been in the recent past and may in the future be negatively impacted or affected. We may face unforeseen liabilities or asset impairments arising from possible acquisitions and dispositions of businesses or difficulties integrating acquired businesses. ■ We have engaged in acquisitions and dispositions of businesses in the past, and expect to continue to do so in the future as we may deem appropriate. There could be unforeseen liabilities or asset impairments, including goodwill impairments that arise in connection with the businesses that we may sell, have acquired, or may acquire in the future. In addition, there may be liabilities or asset impairments that we fail, or are unable, to discover in the course of performing due diligence investigations on acquisition targets. Furthermore, the use of our own funds as consideration in any acquisition would consume capital resources that would no longer be available for other corporate purposes. ■ Our ability to achieve some or all of the benefits we anticipate from any acquisitions of businesses will depend in large part upon our ability to successfully integrate the businesses in an efficient and effective manner. We may not be able to integrate the businesses smoothly or successfully, and the process may take longer than expected. The integration of operations may require the dedication of significant management resources, which may distract management’s attention from our day-to-day business. Acquisitions of operations outside of North America, especially any acquisition in a jurisdiction in which we do not currently operate, may be particularly challenging or costly to integrate. If we are unable to successfully integrate the operations of any acquired businesses, we may be unable to realize the benefits we expect to achieve as a result of the acquisitions and the results of operations may be less than expected. If our businesses do not perform well, or if the outlook for our businesses is significantly lower than historical trends, we may be required to recognize an impairment of goodwill or intangible assets or to establish a valuation allowance against our deferred tax assets, which could have a material adverse effect on our results of operations and financial condition. ■ Goodwill represents the excess of the amounts we paid to acquire subsidiaries and other businesses over the fair value of their net identifiable assets at the date of acquisition. Intangible assets represent assets that are separately identifiable at the time of an acquisition and provide future benefits such as the John Hancock brand. ■ Goodwill and intangible assets with indefinite lives are tested at least annually for impairment. Goodwill is tested at the cash generating unit (“CGU”) or group of CGUs level, representing the smallest group of assets that is capable of generating largely independent cash flows. The Company completed its 2017 goodwill and intangible asset tests in the fourth quarter of 2017, and as a result, management concluded that there was no impairment of goodwill or intangible assets with indefinite lives. Going forward, as a result of the impact of economic conditions and changes in product mix and the granular level of goodwill testing under IFRS, additional impairment charges could occur in the future. ■ At December 31, 2017, under IFRS we had $5,713 million of goodwill and $4,127 million of intangible assets. ■ If market conditions deteriorate in the future and, in particular, if MFC’s common share price is low relative to book value per share, if the Company’s actions to limit risk associated with its products or investments cause a significant change in any one CGU’s recoverable amount, or if the outlook for a CGU’s results deteriorate, the Company may need to reassess the value of goodwill and/ or intangible assets which could result in impairments during 2018 or subsequent periods. Such impairments could have a material adverse effect on our results of operations and financial condition. ■ Deferred income tax balances represent the expected future tax effects of the differences between the book and tax basis of assets and liabilities, loss carry forwards and tax credits. Deferred tax assets are recorded when the Company expects to claim deductions on tax returns in the future for expenses that have already been recorded in the financial statements. ■ The availability of those deductions is dependent on future taxable income against which the deductions can be made. Deferred tax assets are assessed periodically by management to determine if they are realizable. Factors in management’s determination include the performance of the business including the ability to generate gains from a variety of sources and tax planning strategies. If based on information available at the time of the assessment, it is determined that the deferred tax asset will not be realized, then the deferred tax asset is reduced to the extent that it is no longer probable that the tax benefit will be realized. At December 31, 2017, following U.S. Tax Reform, we had $4,569 million of deferred tax assets. We may not be able to protect our intellectual property and may be subject to infringement claims. ■ We rely on a combination of contractual rights and copyright, trademark, patent and trade secret laws to establish and protect our intellectual property. In particular we have invested considerable resources in promoting the brand names “Manulife” and “John Hancock” and expect to continue to do so. Although we use a broad range of measures to protect our intellectual property rights, third parties may infringe or misappropriate our intellectual property. We may have to litigate to enforce and protect our copyrights, trademarks, patents, trade secrets and know-how or to determine their scope, validity or enforceability, which represents a diversion of resources that may be significant in amount and may not prove successful. The loss of intellectual property protection 84 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis or the inability to secure or enforce the protection of our intellectual property assets could have a material adverse effect on our business and our ability to compete. ■ We also may be subject to costly litigation in the event that another party alleges our operations or activities infringe upon its intellectual property rights. Third parties may have, or may eventually be issued, patents that could be infringed by our products, methods, processes or services. Any party that holds such a patent could make a claim of infringement against us. We may also be subject to claims by third parties for breach of copyright, trademark, trade secret or license usage rights. Any such claims and any resulting litigation could result in significant liability for damages. If we were found to have infringed a third-party patent or other intellectual property rights, we could incur substantial liability, and in some circumstances could be enjoined from providing certain products or services to our customers or utilizing and benefiting from certain methods, processes, copyrights, trademarks, trade secrets or licenses, or alternatively could be required to enter into costly licensing arrangements with third parties, all of which could have a material adverse effect on our business, results of operations and financial condition. Applicable laws may discourage takeovers and business combinations that common shareholders of MFC might consider in their best interests. ■ The ICA contains restrictions on the purchase or other acquisition, issue, transfer and voting of the shares of an insurance company. In addition, under applicable U.S. insurance laws and regulations in states where certain of our insurance company subsidiaries are domiciled, no person may acquire control of MFC without obtaining prior approval of those states’ insurance regulatory authorities. These restrictions may delay, defer, prevent, or render more difficult a takeover attempt that common shareholders of MFC might consider in their best interests. For instance, they may prevent shareholders of MFC from receiving the benefit from any premium to the market price of MFC’s common shares offered by a bidder in a takeover context. Even in the absence of a takeover attempt, the existence of these provisions may adversely affect the prevailing market price of MFC’s common shares if they are viewed as discouraging takeover attempts in the future. Entities within the MFC Group are interconnected which may make separation difficult. ■ MFC operates in local markets through subsidiaries and branches of subsidiaries. These local operations are financially and operationally interconnected to lessen expenses, share and reduce risk, and efficiently utilize financial resources. In general, external capital required for companies in the Manulife group has been raised at the MFC or MLI level and then transferred to other entities as equity or debt capital as appropriate. Other linkages include policyholder and other creditor guarantees, loans, capital maintenance agreements, derivatives, shared services and affiliate reinsurance treaties. Accordingly, the risks undertaken by a subsidiary may be transferred to or shared by affiliates through financial and operational linkages. Some of the consequences of this are: O Financial difficulties at a subsidiary may not be isolated and could cause material adverse effects on affiliates and the group O as a whole. Linkages may make it difficult to dispose of or separate a subsidiary or business within the group by way of a spin-off or similar transaction and the disposition or separation of a subsidiary or business may not fully eliminate the liability of the Company and its remaining subsidiaries for shared risks. Issues raised by such a transaction could include: (i) the Company cannot terminate, without policyholder consent and in certain jurisdictions regulator consent, parental guarantees on in- force policies and therefore would continue to have residual risk under any such non-terminated guarantees; (ii) internal capital mobility and efficiency could be limited; (iii) significant potential tax consequences; (iv) uncertainty about the accounting and regulatory outcomes of such a transaction; (v) obtaining any other required approvals; (vi) there may be a requirement for significant capital injections; and (vii) the transaction may result in increased sensitivity of net income attributed to shareholders and capital of MFC and its remaining subsidiaries to market declines. Market Risk Factors Our most significant source of publicly traded equity risk arises from variable annuity and segregated funds with guarantees, where the guarantees are linked to the performance of the underlying funds. ■ Publicly traded equity performance risk arises from a variety of sources, including guarantees associated with variable annuity and segregated fund products, asset based fees, and investments in publicly traded equities supporting both our general fund products and our surplus segment. ■ Guaranteed benefits are contingent and payable upon death, maturity, permitted withdrawal or annuitization. If equity markets decline or even if they increase by an amount lower than that assumed in our actuarial valuation, additional liabilities may need to be established to cover the contingent liabilities, resulting in a reduction in net income attributed to shareholders and regulatory capital ratios. Further, if equity markets do not recover to the amount of the guarantees, by the dates the liabilities are due, the accrued liabilities will need to be paid out in cash. In addition, sustained flat or declining public equity markets would likely reduce asset based fee revenues related to variable annuities and segregated funds with guarantees and related to other wealth and insurance products. ■ Where publicly traded equity investments are used to support policy liabilities, the policy valuation incorporates projected investment returns on these assets. If actual returns are lower than the expected returns, the investment losses will reduce net income attributed to shareholders. ■ For products where the investment strategy applied to future cash flows in the policy valuation includes investing a specified portion of future cash flows in publicly traded equities, a decline in the value of publicly traded equities relative to other assets could require us to change the investment mix assumed for future cash flows, which may increase policy liabilities and reduce net income Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 85 attributed to shareholders. A reduction in the outlook for expected future returns for publicly traded equities, which could result from a fundamental change in future expected economic growth, would increase policy liabilities and reduce net income attributed to shareholders. Furthermore, to the extent publicly traded equities are held as AFS, other than temporary impairments that arise will reduce income. ■ Expected long-term annual market growth assumptions for public equities for key markets are based on long-term historical observed experience. See Critical Accounting and Actuarial Policies for the rates used in the stochastic valuation of our segregated fund guarantee business. The calibration of the economic scenario generators that are used to value segregated fund guarantee business complies with current CIA Standards of Practice for the valuation of these products. Implicit margins, determined through stochastic valuation processes, lower net yields used to establish policy liabilities. Assumptions used for public equities backing liabilities are also developed based on historical experience but are constrained by different CIA Standards of Practice and differ slightly from those used in stochastic valuation. Alternative asset return assumptions vary based on asset class but are largely consistent, after application of valuation margins and differences in taxation, with returns assumed for public equities. We experience interest rate and spread risk within the general fund primarily due to the uncertainty of future returns on investments. ■ Interest rate and spread risk arises from general fund guaranteed benefit products, general fund adjustable benefit products with minimum rate guarantees, general fund products with guaranteed surrender values, segregated fund products with minimum benefit guarantees and from surplus fixed income investments. The risk arises within the general fund primarily due to the uncertainty of future returns on investments to be made as assets mature and as recurring premiums are received and invested or reinvested to support longer dated liabilities. Interest rate risk also arises due to minimum rate guarantees and guaranteed surrender values on products where investment returns are generally passed through to policyholders. A rapid rise in interest rates may also result in losses attributable to early liquidation of fixed income instruments supporting contractual surrender benefits, if customers surrender to take advantage of higher interest rates on offer elsewhere. In order to reduce interest rate risk, the duration of fixed income investments in liability and surplus segments is lengthened by entering into interest rate hedges. ■ The valuation of policy liabilities reflects assumptions for the yield on future investments and the projected cash flows associated with interest rate hedges. A general decline in interest rates, without a change in corporate bond spreads and swap spreads, will reduce the assumed yield on future investments but favourably impact the value of lengthening interest rate hedges. Conversely, a general increase in interest rates, without a change in corporate bond spreads and swap spreads, will increase the assumed yield on future investments, but unfavourably impact the value of lengthening interest rate hedges. The Company’s disclosed estimated impact from interest rate movements reflects a parallel increase and decrease in interest rates of specific amounts. The reinvestment assumptions used in the valuation of our insurance liabilities are based on interest rate scenarios and calibration criteria set by the Actuarial Standards Board, while our interest rate hedges are valued using current market interest rates. Therefore, in any particular quarter, changes to the reinvestment assumptions are not fully aligned to changes in current market interest rates especially when there is a significant change in the shape of the interest rate curve. As a result, the impact from non-parallel movements may be materially different from the estimated impact of parallel movements. Furthermore, changes in interest rates could change the reinvestment scenarios used in the calculation of our actuarial liabilities. The reinvestment scenario changes tend to amplify the negative effects of a decrease in interest rates, and dampen the positive effects of interest rate increases. In addition, decreases in corporate bond spreads or increases in swap spreads should generally result in an increase in policy liabilities and a reduction in net income attributed to shareholders, while an increase in corporate bond spreads or a decrease in swap spreads should generally have the opposite impact. The impact of changes in interest rates and in spreads may be partially offset by changes to credited rates on adjustable products that pass through investment returns to policyholders. ■ The Company uses London Interbank Offered Rate (“LIBOR”) based derivatives for the management of our interest rate risk and is reliant on the continued use of LIBOR as a reference rate in the marketplace. The Chief Executive of the U.K. Financial Conduct Authority (“FCA”) has announced that, after 2021, the FCA would no longer use its power to persuade or compel panel banks to submit rate information used to determine LIBOR. If LIBOR ceases to be published as a reference rate, market participants would need to transition to an alternative reference rate. Any transition of LIBOR to an alternative reference rate may adversely affect the valuation of our existing debt securities and derivatives and the effectiveness of those derivatives in mitigating our risks. Furthermore, depending on the nature of the alternative reference rate, we may become exposed to additional risks from new debt or derivative transactions. The nature of these additional risks cannot be estimated at this time as discussions regarding the replacement of LIBOR are ongoing. ■ For segregated fund and variable annuity products, a sustained increase in interest rate volatility or a decline in interest rates would also likely increase the costs of hedging the benefit guarantees provided. We experience ALDA performance risk when actual returns are lower than expected returns. ■ ALDA performance risk arises from general fund investments in commercial real estate, timber properties, farmland properties, infrastructure, oil and gas properties, and private equities. ■ Where these assets are used to support policy liabilities, the policy valuation incorporates projected investment returns on these assets. ALDA assumptions vary by asset class and generally have a similar impact on policy liabilities as public equities would. If actual returns are lower than the expected returns, there will be a negative impact to the net income attributed to shareholders. A reduction in the outlook for expected future returns for ALDA, which could result from a variety of factors such as a fundamental change in future expected economic growth or declining risk premiums due to increased competition for such assets, would increase policy liabilities and reduce net income attributed to shareholders. Further, if returns on certain external asset benchmarks 86 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis ■ used to determine permissible assumed returns under the CIA Standards of Practice are lower than expected, the Company’s policy liabilities will increase, reducing net income attributed to shareholders. In recent periods, the value of oil and gas assets has been negatively impacted by the decline in energy prices and could be further negatively affected by additional declines in energy prices as well as by a number of other factors including production declines, adverse operating results, the impact of weather conditions on seasonal demand, our ability to execute on capital programs, incorrect assessments of the value of acquisitions, uncertainties associated with estimating oil and natural gas reserves, difficult economic conditions and geopolitical events. Changes in government regulation of the oil and gas industry, including environmental regulation, carbon taxes and changes in the royalty rates resulting from provincial royalty reviews, could also adversely affect the value of our oil and gas investments. The negative impact of changes in these factors can take time to be fully reflected in the valuations of these investments, especially if the change is large and rapid. It can take time for market participants to adjust their forecasts and better understand the potential medium to long-term impact of the changes. As a result, valuation changes in any given period may reflect the delayed impact of events that occurred in prior periods. ■ Difficult economic conditions could result in higher vacancy, lower rental rates and lower demand for real estate investments, all of which would negatively impact the value of our real estate investments. Difficult economic conditions could also prevent companies in which we have made private equity investments from achieving their business plans and could cause the value of these investments to fall, or even cause the companies to fail entirely. Declining valuation multiples in the public equity market would also likely cause values to decline in our private equity portfolio. The timing and amount of investment income from private equity investments is difficult to predict, and investment income from these investments can vary from quarter to quarter. In addition, a rising interest rate environment could result in the value of some of our ALDA investments declining, particularly those with fixed contractual cash flows such as real estate. ■ ■ We rely on a diversified portfolio of ALDA assets to generate returns. Diversification benefits may go down over time, especially during a period of economic stress, which would adversely affect portfolio returns. ■ The Company determines investment return assumptions for ALDA in accordance with the Standards of Practice for the valuation of insurance contract liabilities and guidance published by the CIA. The guidance requires that the investment return assumption for these assets should not be higher than the historical long-term average returns of an appropriate broad-based index. Where such experience is not available, the investment return assumption for these assets should not result in a lower reserve than an assumption based on a historical-return benchmark for public equities in the same jurisdiction. As a result, the impact of changes in the historical returns for public equity benchmarks may result in an update to our investment return assumptions for ALDA. Our liabilities are valued based on an assumed asset investment strategy over the long term. ■ We develop an investment strategy for the assets that back our liabilities. The strategy involves making assumptions on the kind of assets in which we will invest and the returns such assets will generate. ■ We may not be able to implement our investment strategy as intended due to a lack of assets available at the returns we assume. This may result in a change in investment strategy and/or assumed future returns, thus adversely impacting our financial results. ■ From time to time we may decide to adjust our portfolio asset mix which may result in adverse impacts to our financial results for one or more periods. On December 22, 2017, we announced our decision to reduce the allocation to ALDA in our portfolio asset mix resulting in charge to net income attributed to shareholders in 4Q17 of approximately $1 billion post-tax. We experience foreign exchange risk as a substantial portion of our business is transacted in currencies other than Canadian dollars. ■ Our financial results are reported in Canadian dollars. A substantial portion of our business is transacted in currencies other than Canadian dollars, mainly U.S. dollars, Hong Kong dollars and Japanese yen. If the Canadian dollar strengthens relative to these currencies, net income attributed to shareholders would decline and our reported shareholders’ equity would decline. A weakening of the Canadian dollar against the foreign currencies in which we do business would have the opposite effect, and would increase net income attributed to shareholders and shareholders’ equity. The ultimate impact to the regulatory capital ratios depends on the relative change between available capital and required capital. See “Impact of Foreign Exchange Rates” above. The Company’s hedging strategies will not fully reduce the market risks related to the product guarantees and fees being hedged, hedging costs may increase and the hedging strategies expose the Company to additional risks. ■ The Company’s market risk hedging strategies include a variable annuity guarantee dynamic hedging strategy and a macro equity risk hedging strategy. The variable annuity dynamic hedging strategy is designed to hedge the sensitivity of variable annuity guarantee policy liabilities to fund performance (both public equity and bond funds) and interest rate movements. The macro equity risk hedging strategy is designed to hedge a portion of our earnings sensitivity to public equity market movements arising from variable annuity guarantees not dynamically hedged, directly held exposures, and from other products and fees. Some of the limitations and risks associated with each strategy are described below. ■ Our hedging strategies rely on the execution of derivative transactions in a timely manner. Therefore, hedging costs and the effectiveness of the strategy may be negatively impacted if markets for these instruments become illiquid. The Company is subject to the risk of increased funding and collateral demands which may become significant as equity markets increase. ■ The Company is also subject to counterparty risks arising from the derivative instruments and to the risk of increased funding and collateral demands which may become significant as equity markets and interest rates increase. The strategies are highly dependent on complex systems and mathematical models that are subject to error and rely on forward-looking long-term assumptions that may prove inaccurate, and which rely on sophisticated infrastructure and personnel which may fail or be unavailable at critical times. Due to the complexity of the strategies there may be additional, unidentified risks that may negatively impact our business Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 87 and future financial results. In addition, rising equity markets and interest rates that would otherwise result in profits on variable annuities will be offset by losses from our hedging positions. For further information pertaining to counterparty risks, refer to the risk factor “If a counterparty fails to fulfill its obligations we may be exposed to risks we had sought to mitigate”. ■ Under certain market conditions, which include a sustained increase in realized equity and interest rate volatilities, a decline in interest rates, or an increase in the correlation between equity returns and interest rate declines, the costs of hedging the benefit guarantees provided in variable annuities may increase or become uneconomic. In addition, there can be no assurance that our dynamic hedging strategy will fully offset the risks arising from the variable annuities being hedged. ■ Policy liabilities and regulatory required capital for variable annuity guarantees are determined using long-term forward-looking estimates of volatilities. These long-term forward-looking volatilities assumed for policy liabilities and required capital meet the CIA and OSFI calibration standards. To the extent that realized equity or interest rate volatilities in any quarter exceed the assumed long term volatilities, or correlations between interest rate changes and equity returns are higher, there is a risk that rebalancing will be greater and more frequent, resulting in higher hedging costs. ■ The level of guarantee claims returns or other benefits ultimately paid will be impacted by policyholder longevity and policyholder activity including the timing and amount of withdrawals, lapses, fund transfers and contributions. The sensitivity of liability values to equity market and interest rate movements that we hedge are based on long-term expectations for longevity and policyholder activity, since the impact of actual longevity and policyholder experience variances cannot be hedged using capital markets instruments. There is a risk that we may be unable to effectively or economically hedge products which provide for guarantee claims, returns or other benefits. Changes in market interest rates may impact our net income attributed to shareholders and capital ratios. ■ A prolonged low interest rate environment may result in charges related to lower fixed income reinvestment assumptions and an increase in new business strain until products are repositioned for the lower rate environment. Other potential consequences of low interest rates include: O Low interest rates could negatively impact sales; O Lower risk-free rates tend to increase the cost of hedging, and as a result the offering of guarantees could become uneconomic; O The reinvestment of cash flows into low yielding bonds could result in lower future earnings on surplus; O A lower interest rate environment could be correlated with other macro-economic factors including unfavourable economic growth and lower returns on other asset classes; O Lower interest rates could contribute to potential impairments of goodwill; O Lower interest rates could lead to lower mean bond parameters used for the stochastic valuation of segregated fund guarantees, resulting in higher policy liabilities; O Lower interest rates would also reduce expected earnings on in-force policies, which would reduce core earnings, lower net income attributed to shareholders and may increase new business strain until products are repositioned for the lower rate environment; O A prolonged low interest environment may also result in the Actuarial Standard Board lowering the promulgated Ultimate Reinvestment Rate (“URR”) and require us to increase our provisions; O The difference between the current investable returns and the returns used in pricing new business are generally capitalized when new business is written. Lower interest rates result in higher new business strain until products are re-priced or interest rates increase; and O Fixed income reinvestment rates other than the URR are based on current market rates. The net income sensitivity to changes in current rates is outlined in the section “Interest Rate and Spread Risk Sensitivities and Exposure Measures” above. ■ A rapid rise in interest rates may also result in losses attributable to early liquidation of fixed income instruments supporting contractual surrender benefits if customers surrender to take advantage of higher interest rates on offer elsewhere. AFS investments are recorded at fair value, but losses arising on those investments may not have been recorded in income. ■ Some of our investments are classified as AFS. AFS debt securities are recorded at fair value, but unrealized gains and losses are recorded in a separate component of equity and are not charged to net income attributed to shareholders. Unrealized gains are recorded in net income attributed to shareholders when the related asset is sold. Unrealized losses are recorded in net income attributed to shareholders either when the related asset is sold or when the related asset is considered impaired and the impairment is not considered to be temporary. Should market levels decline, impairments may be judged to be other than temporary and part or all of any unrealized losses may be charged against future income as a result. ■ Our valuation of certain financial instruments may include methodologies, estimations and assumptions which are subjective in nature. Changes to investment valuations may arise in the future which materially adversely affect our results of operations and financial condition. ■ The fair value for certain of our investments that are not actively traded is determined using models and other valuation techniques. These values therefore incorporate considerable judgment and involve making estimates including those related to the timing and amounts of expected future cash flows and the credit standing of the issuer or counterparty. The use of different methodologies and assumptions may have a material effect on the estimated fair value amounts. ■ Significant market disruption could result in rapidly widening credit spreads and illiquidity, volatile markets and for some instruments significantly reduced trading activity. It has been, and may continue to be difficult to value certain of our securities if 88 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis trading is less active and/or market data is harder to observe. Consequently, valuations may include inputs and assumptions that are less observable or require greater estimation thereby resulting in values which may differ materially from the value at which the investments may be ultimately sold. Further, rapidly changing credit and equity market conditions could materially impact the valuation of securities as reported within our Consolidated Financial Statements and the period-to-period changes in value could vary significantly. Decreases in value that become recognizable in future periods could have a material adverse effect on our results of operations and financial condition. Liquidity Risk Factors Manulife is exposed to liquidity risk in each of our operating companies and in our holding company. In the operating companies, expected cash and collateral demands arise day-to-day to fund anticipated policyholder benefits, withdrawals of customer deposit balances, reinsurance settlements, derivative instrument settlements/collateral pledging, expenses, investment and hedging activities. Under stressed conditions, unexpected cash and collateral demands could arise primarily from a change in the level of policyholders either terminating policies with large cash surrender values or not renewing them when they mature, withdrawals of customer deposit balances, borrowers renewing or extending their loans when they mature, derivative settlements or collateral demands, and reinsurance settlements or collateral demands. Adverse capital and credit market conditions may significantly affect our liquidity risk. ■ Reduced asset liquidity may restrict our ability to sell certain types of assets for cash without taking significant losses. If providers of credit preserve their capital, our access to borrowing from banks and others or access to other types of credit such as letters of credit, may be reduced. If investors have a negative perception of our creditworthiness, this may reduce access to wholesale borrowing in the debt capital markets, or increase borrowing costs. Should large and unexpected cash outflows occur, exceeding our worst-case stress testing, we may be forced to sell assets at a loss or raise additional funds at significant cost in order to meet our liquidity needs. ■ We are dependent on cash flow from operations, a pool of highly liquid money market securities and holdings of sovereign bonds, near-sovereign bonds and other liquid marketable securities to provide liquidity. We need liquidity to meet our payment obligations including those related to insurance and annuity benefits, cashable liabilities, our operating expenses, interest on our debt, dividends on our equity capital, and to replace maturing and certain callable liabilities. ■ Liquid assets are also required to pledge as collateral to support activities such as the use of derivatives for hedging purposes and to cover cash settlement associated with such derivatives. Dodd-Frank has increased the number of derivatives transactions that must be cleared through regulated clearinghouses, and has therefore increased our liquidity risk (as such cleared derivatives are subject to both initial margin and variation margin requirements, and a more restrictive set of eligible collateral than non-cleared derivatives). In addition, new variation margin rules for non-cleared derivatives (including eligible collateral restrictions) have further increased our liquidity risk. The principal sources of our liquidity are cash and our assets that are readily convertible into cash, including insurance and annuity premiums, fee income earned on AUM, money market securities, and cash flow from our investment portfolio. The issuance of long-term debt, common and preferred shares and other capital securities may also increase our available liquid assets or be required to replace certain maturing or callable liabilities. In the event we seek additional financing, the availability and terms of such financing will depend on a variety of factors including market conditions, the availability of credit to the financial services industry, our credit ratings and credit capacity, as well as the possibility that customers, lenders or investors could develop a negative perception of our long-term or short-term financial prospects if we incur large financial losses or if the level of our business activity decreases further due to a significant market downturn. ■ We are exposed to re-pricing risk on letters of credit. ■ In the normal course of business, third-party banks issue letters of credit on our behalf. In lieu of posting collateral, our businesses utilize letters of credit for which third parties are the beneficiaries, as well as for affiliate reinsurance transactions between subsidiaries of MFC. Letters of credit and letters of credit facilities must be renewed periodically. At time of renewal, the Company is exposed to re-pricing risk and under adverse conditions increases in costs may be realized. In the most extreme scenarios, letters of credit capacity could become constrained due to non-renewals which would restrict our flexibility to manage capital. This could negatively impact our ability to meet local capital requirements or our sales of products in jurisdictions in which our operating companies have been affected. As at December 31, 2017, letters of credit for which third parties are beneficiary, in the amount of $77 million, were outstanding. There were no assets pledged against these outstanding letters of credit as at December 31, 2017. Our obligations to pledge collateral or make payments related to declines in value of specified assets may adversely affect our liquidity. ■ In the normal course of business, we are obligated to pledge assets to comply with jurisdictional regulatory and other requirements including collateral pledged in relation to derivative contracts and assets held as collateral for repurchase funding agreements. The amount of collateral we may be required to post under these agreements, and the amount of payments we are required to make to our counterparties, may increase under certain circumstances, including a sustained or continued decline in the value of our derivative contracts. Such additional collateral requirements and payments could have an adverse effect on our liquidity. As at December 31, 2017, total pledged assets were $4,633 million, compared with $6,182 million in 2016. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 89 Our banking subsidiary relies on confidence sensitive deposits and this increases our liquidity risk. ■ Manulife Bank is a wholly-owned subsidiary of our Canadian life insurance operating company, MLI. The Bank is principally funded by retail deposits. A real or perceived problem with the Bank or its parent companies could result in a loss of confidence in the Bank’s ability to meet its obligations, which in turn may trigger a significant withdrawal of deposit funds. A substantial portion of the Bank’s deposits are demand deposits that can be withdrawn at any time, while the majority of the Bank’s assets are first residential mortgages in the form of home equity lines of credit, which represent long-term funding obligations. If deposit withdrawal speeds exceed our extreme stress test assumptions the Bank may be forced to sell assets at a loss to third parties, call the home equity lines of credit or the Bank may request support from MLI. As a holding company, MFC depends on the ability of its subsidiaries to transfer funds to it to meet MFC’s obligations and pay dividends. ■ MFC is a holding company and relies on dividends and interest payments from our insurance and other subsidiaries as the principal source of cash flow to meet MFC’s obligations and pay dividends. As a result, MFC’s cash flows and ability to service its obligations are dependent upon the earnings of its subsidiaries and the distribution of those earnings and other funds by its subsidiaries to MFC. Substantially all of MFC’s business is currently conducted through its subsidiaries. In addition, OSFI is considering capital requirements for MLI on a stand-alone basis that could further restrict dividends and other distributions to MFC. ■ The ability of our holding company to fund its cash requirements depends upon it receiving dividends, distributions and other payments from our operating subsidiaries. The ability of MFC’s insurance subsidiaries to pay dividends to MFC in the future will depend on their earnings and regulatory restrictions. These subsidiaries are subject to a variety of insurance and other laws and regulations that vary by jurisdiction and are intended to protect policyholders and beneficiaries in that jurisdiction first and foremost, rather than investors. These subsidiaries are generally required to maintain solvency and capital standards as set by their local regulators and may also be subject to other regulatory restrictions, all of which may limit the ability of subsidiary companies to pay dividends or make distributions to MFC. Such limits could have a material adverse effect on MFC’s liquidity, including its ability to pay dividends to shareholders and service its debt. ■ The potential changes to regulatory capital and actuarial and accounting standards could also limit the ability of the insurance subsidiaries to pay dividends or make distributions and could have a material adverse effect on MFC’s liquidity and on internal capital mobility, including on MFC’s ability to pay dividends to shareholders and service its debt. We may be required to raise additional capital, which could be dilutive to existing shareholders, or to limit the new business we write, or to pursue actions that would support capital needs but adversely impact our subsequent earnings potential. In addition, the timing and outcome of these initiatives could have a significantly adverse impact on our competitive position relative to that of other Canadian and international financial institutions with which we compete for business and capital. ■ The payment of dividends to MFC by MLI is subject to restrictions set out in the ICA. The ICA prohibits the declaration or payment of any dividend on shares of an insurance company if there are reasonable grounds for believing: (i) the company does not have adequate capital and adequate and appropriate forms of liquidity; or (ii) the declaration or the payment of the dividend would cause the company to be in contravention of any regulation made under the ICA respecting the maintenance of adequate capital and adequate and appropriate forms of liquidity, or of any direction made to the company by the Superintendent. All of our U.S. and Asian operating life insurance companies are subsidiaries of MLI. Accordingly, a restriction on dividends from MLI would restrict MFC’s ability to obtain dividends from its U.S. and Asian businesses. ■ Certain of MFC’s U.S. insurance subsidiaries also are subject to insurance laws in Michigan, New York and Massachusetts, the jurisdictions in which these subsidiaries are domiciled, which impose general limitations on the payment of dividends and other upstream distributions by these subsidiaries to MLI. ■ Our Asian insurance subsidiaries are also subject to restrictions in the jurisdictions in which these subsidiaries are domiciled which could affect their ability to pay dividends to MLI in certain circumstances. ■ The Company seeks to maintain capital in its insurance subsidiaries in excess of the minimum required in all jurisdictions in which the Company does business. The minimum requirements in each jurisdiction may increase due to regulatory changes and we may decide to maintain additional capital in our operating subsidiaries to fund expected growth of the business or to deal with changes in the risk profile of such subsidiaries. Any such increases in the level of capital may reduce the ability of the operating companies to pay dividends and have a material adverse effect on MFC’s liquidity. The declaration and payment of dividends and the amount thereof is subject to change. ■ The holders of common shares are entitled to receive dividends as and when declared by the Board of Directors of MFC, subject to the preference of the holders of Class A Shares, Class 1 Shares, Class B Shares (collectively, the “Preferred Shares”) and any other shares ranking senior to the common shares with respect to priority in payment of dividends. The declaration and payment of dividends and the amount thereof is subject to the discretion of the Board of Directors of MFC and is dependent upon the results of operations, financial condition, cash requirements and future prospects of, and regulatory and contractual restrictions on the payment of dividends by MFC and other factors deemed relevant by the Board of Directors of MFC. Although MFC has historically declared quarterly cash dividends on the common shares, MFC is not required to do so and the Board of Directors of MFC may reduce, defer or eliminate MFC’s common share dividend in the future. ■ The foregoing risk disclosure in respect of the declaration and payment of dividends on the common shares applies equally in respect of the declaration and payment of dividends on the Preferred Shares, notwithstanding that the Preferred Shares have a fixed rate of dividend. ■ See “Government Regulation” and “Dividends” in MFC’s Annual Information Form dated February 7, 2018 for a summary of additional statutory and contractual restrictions concerning the declaration of dividends by MFC. 90 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Credit Risk Factors Worsening regional and global economic conditions or the rise in interest rates could result in borrower or counterparty defaults or downgrades, and could lead to increased provisions or impairments related to our general fund invested assets and off-balance sheet derivative financial instruments, and an increase in provisions for future credit impairments to be included in our policy liabilities. Any of our reinsurance providers being unable or unwilling to fulfill their contractual obligations related to the liabilities we cede to them could lead to an increase in policy liabilities. Our invested assets primarily include investment grade bonds, private placements, commercial mortgages, asset-backed securities, and consumer loans. These assets are generally carried at fair value, but changes in value that arise from a credit-related impairment are recorded as a charge against income. The return assumptions incorporated in actuarial liabilities include an expected level of future asset impairments. There is a risk that actual impairments will exceed the assumed level of impairments in the future and earnings could be adversely impacted. Defaults and downgrade charges on our invested assets were generally in line with our historical average in 2017; however, we still expect volatility on a quarterly basis and losses could potentially rise above long-term expected levels. Net impaired fixed income assets were $173 million, representing 0.05% of total general fund invested assets as at December 31, 2017, compared with $224 million, representing 0.07% of total general fund invested assets as at December 31, 2016. If a counterparty fails to fulfill its obligations we may be exposed to risks we had sought to mitigate. ■ The Company uses derivative financial instruments to mitigate exposures to public equity, foreign currency, interest rate and other market risks arising from on-balance sheet financial instruments, guarantees related to variable annuity products, selected anticipated transactions and certain other guarantees. The Company may be exposed to counterparty risk if a counterparty fails to pay amounts owed to us or otherwise perform its obligations to us. Counterparty risk increases during economic downturns because the probability of default increases for most counterparties. If any of these counterparties default, we may not be able to recover the amounts due from that counterparty. As at December 31, 2017, the largest single counterparty exposure without taking into account the impact of master netting agreements or the benefit of collateral held, was $2,629 million (2016 – $3,891 million). The net exposure to this counterparty, after taking into account master netting agreements and the fair value of collateral held, was $nil (2016 – $nil). As at December 31, 2017, the total maximum credit exposure related to derivatives across all counterparties, without taking into account the impact of master netting agreements and the benefit of collateral held, was $16,204 million (2016 – $24,603 million) compared with $95 million after taking into account master netting agreements and the benefit of fair value of collateral held (2016 – $190 million). The exposure to any counterparty would grow if, upon the counterparty’s default, markets moved such that our derivatives with that counterparty gain in value. Until we are able to replace that derivative with another counterparty, the gain on the derivatives subsequent to the counterparty’s default would not be backed by collateral. The Company reinsures a portion of the business we enter into; however, we remain legally liable for contracts that we had reinsured. In the event that any of our reinsurance providers were unable or unwilling to fulfill their contractual obligations related to the liabilities we cede to them, we would need to increase actuarial reserves, adversely impacting our net income attributed to shareholders and capital position. In addition, the Company has over time sold certain blocks of business to third-party purchasers using reinsurance. To the extent that the reinsured contracts are not subsequently novated to the purchasers, we remain legally liable to the insureds. Should the purchasers be unable or unwilling to fulfill their contractual obligations under the reinsurance agreement, we would need to increase policy liabilities resulting in a charge to net income attributed to shareholders. To reduce credit risk, the Company may require purchasers to provide collateral for their reinsurance liabilities. ■ We participate in a securities lending program whereby blocks of securities are loaned to third parties, primarily major brokerage firms and commercial banks. Collateral, which exceeds the market value of the loaned securities, is retained by the Company until the underlying security has been returned. If any of our securities lending counterparties default and the value of the collateral is insufficient, we would incur losses. As at December 31, 2017, the Company had loaned securities (which are included in invested assets) valued at approximately $1,563 million, compared with $1,956 million at December 31, 2016. The determination of allowances and impairments on our investments is subjective and changes could materially impact our results of operations or financial position. ■ The determination of allowances and impairments is based upon a periodic evaluation of known and inherent risks associated with the respective security. Management considers a wide range of factors about the security and uses its best judgment in evaluating the cause of the decline, in estimating the appropriate value for the security and in assessing the prospects for near-term recovery. Inherent in management’s evaluation of the security are assumptions and estimates about the operations of the issuer and its future earnings potential. Considerations in the impairment evaluation process include: (i) the severity of the impairment; (ii) the length of time and the extent to which the market value of a security has been below its carrying value; (iii) the financial condition of the issuer; (iv) the potential for impairments in an entire industry sector or sub-sector; (v) the potential for impairments in certain economically depressed geographic locations; (vi) the potential for impairments of securities where the issuer, series of issuers or industry has suffered a catastrophic type of loss or has exhausted natural resources; (vii) our ability and intent to hold the security for a period of time sufficient to allow for the recovery of its value to an amount equal to or greater than cost or amortized cost; (viii) unfavourable changes in forecasted cash flows on mortgage-backed and asset-backed securities; and (ix) other subjective factors, including concentrations and information obtained from regulators and rating agencies. ■ Such evaluations and assessments are revised as conditions change and new information becomes available. We update our evaluations regularly and reflect changes in allowances and impairments as such evaluations warrant. The evaluations are inherently subjective, and incorporate only those risk factors known to us at the time the evaluation is made. There can be no assurance that Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 91 management has accurately assessed the level of impairments that have occurred. Additional impairments will likely need to be taken or allowances provided for in the future as conditions evolve. Historical trends may not be indicative of future impairments or allowances. Insurance Risk Factors We make a variety of assumptions related to the future level of claims, policyholder behaviour, expenses, reinsurance costs and sales levels when we design and price products, and when we establish policy liabilities. Assumptions for future claims are generally based on both Company and industry experience, and assumptions for future policyholder behaviour and expenses are generally based on Company experience. Assumptions for future policyholder behaviour include assumptions related to the retention rates for insurance and wealth products. Assumptions for expenses include assumptions related to future maintenance expense levels and volume of the business. Losses may result should actual experience be materially different than that assumed in the valuation of policy liabilities. ■ Such losses could have a significant adverse effect on our results of operations and financial condition. In addition, we periodically review the assumptions we make in determining our policy liabilities and the review may result in an increase in policy liabilities and a decrease in net income attributed to shareholders. Such assumptions require significant professional judgment, and actual experience may be materially different than the assumptions we make. (See “Critical Accounting and Actuarial Policies” above.) We may be unable to implement necessary price increases on our in-force businesses, or may face delays in implementation. ■ We continue to seek state regulatory approvals for price increases on existing long-term care business in the United States. We cannot be certain whether or when each approval will be granted. For some in-force business regulatory approval for price increases may not be required. However, regulators or policyholders may nonetheless seek to challenge our authority to implement such increases. Our policy liabilities reflect our estimates of the impact of these price increases, but should we be less successful than anticipated in obtaining them, then policy liabilities could increase accordingly and reduce net income attributed to shareholders. Evolving legislation related to genetic testing could adversely impact our underwriting abilities. ■ Current or future legislation in jurisdictions where Manulife operates may restrict its right to underwrite based on access to genetic test results. Without the obligation of disclosure, the asymmetry of information shared between applicant and insurer could increase anti-selection in both new business and in-force policyholder behaviour. The impact of restricting insurers’ access to this information and the associated problems of anti-selection becomes more acute where genetic technology leads to advancements in diagnosis of life threatening conditions that are not matched by improvements in treatment. We cannot predict the potential financial impact that this would have on the Company or the industry as a whole. In addition, there may be further unforeseen implications as genetic testing continues to evolve and becomes more established in mainstream medical practice. Life and health insurance claims may be impacted unexpectedly by changes in the prevalence of diseases or illnesses, medical and technology advances, widespread lifestyle changes, natural disasters, large-scale man-made disasters and acts of terrorism. ■ The cost of health insurance benefits may be impacted by unforeseen trends in the incidence, termination and severity rates of claims. The ultimate level of lifetime benefits paid to policyholders may be increased by an unexpected increase in life expectancy. For example, advances in technology could lead to longer lives through better medical treatment or better disease prevention. Policyholder behaviour including premium payment patterns, policy renewals, lapse rates and withdrawal and surrender activity are influenced by many factors including market and general economic conditions, and the availability and relative attractiveness of other products in the marketplace. For example, a weak or declining economic environment could increase the value of guarantees associated with variable annuities or other embedded guarantees and contribute to adverse policyholder behaviour experience, or a rapid rise in interest rates could increase the attractiveness of alternatives for customers holding products that offer contractual surrender benefits that are not market value adjusted, which could also contribute to adverse policyholder behaviour experience. As well, adverse claims experience could result from systematic anti-selection, which could arise from the development of investor owned and secondary markets for life insurance policies, anti-selective lapse behaviour, underwriting process failures, anti-selective policyholder behaviour due to greater consumer accessibility to home-based medical screening, or other factors. External market conditions determine the availability, terms and cost of reinsurance protection. ■ We purchase reinsurance protection on certain risks underwritten by our various business segments. Typically, reinsurance agreements are intended to bind the reinsurer for the term of the business reinsured at a fixed price but circumstances may call for increases to be agreed upon. Accordingly, we may incur additional costs for reinsurance or may not be able to obtain sufficient reinsurance on acceptable terms. This could result in accounting charges and the assumption of more risk on business already reinsured and could adversely affect our ability to write future business or result in the assumption of more risk with respect to those policies we issue. Operational Risk Factors Operational risk is naturally present in all of our business activities and encompasses a broad range of risks, including regulatory compliance failures, legal disputes, technology failures, business interruption, information security and privacy breaches, human 92 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis resource management failures, processing errors, modelling errors, business integration, theft and fraud, and damage to physical assets. Exposures can take the form of financial losses, regulatory sanctions, loss of competitive positioning, or damage to our reputation. Operational risk is also embedded in all the practices we use to manage other risks; therefore, if not managed effectively, operational risk can impact our ability to manage other key risks such as credit risk, market risk, liquidity risk and insurance risk. Adverse publicity, litigation or regulatory action resulting from our business practices or actions by our employees, representatives and/or business partners, could erode our corporate image and damage our franchise value and/or create losses. ■ Manulife’s reputation is one of its most valuable assets. Harm to a company’s reputation is often a consequence of risk control failure, whether associated with complex financial transactions or relatively routine operational activities. Manulife’s reputation could also be harmed by the actions of third parties with whom we do business. Our representatives include affiliated broker- dealers, agents, wholesalers and independent distributors, such as broker-dealers and banks, whose services and representations our customers rely on. Business partners include, among others, third parties to whom we outsource certain functions and that we rely on to fulfill various obligations. If any of these representatives or business partners fail to adequately perform their responsibilities, or monitor its own risk, these failures could affect our business reputation and operations. While we seek to maintain adequate internal risk management policies and procedures and protect against performance failures, events may occur that could cause us to lose customers or suffer legal or regulatory sanctions, which could have a material adverse effect on our reputation, our business, and our results of operations. For further discussion of government regulation and legal proceedings refer to “Government Regulation” in MFC’s Annual Information Form dated February 7, 2018 and “Legal and Regulatory Proceedings” below. ■ If we are not able to attract, motivate and retain agency leaders and individual agents, our competitive position, growth and profitability will suffer. ■ We must attract and retain sales representatives to sell our products. Strong competition exists among financial services companies for efficient and effective sales representatives. We compete with other financial services companies for sales representatives primarily on the basis of our financial position, brand, support services and compensation and product features. Any of these factors could change either because we change the Company or our products, or because our competitors change theirs and we are unable or unwilling to adapt. If we are unable to attract and retain sufficient sales representatives to sell our products, our ability to compete and revenues from new sales would suffer, which could have a material adverse effect on our business, results of operations and financial condition. If we are unable to complete key projects on time, on budget, and capture planned benefits, our business strategies and plans, and operations may be impaired. ■ We must successfully deliver a number of key projects in order to implement our business strategies and plans. If we are unable to complete these projects in accordance with planned schedules, and to capture projected benefits, there could be a material adverse effect on our business and financial condition. The interconnectedness of our operations and risk management strategies could expose us to risk if all factors are not appropriately considered and communicated. ■ Our business operations, including strategies and operations related to risk management, asset liability management and liquidity management, are interconnected and increasingly complex. Changes in one area may have a secondary impact in another area of our operations. For example, risk management actions, such as the increased use of interest rate swaps, could have implications for the Company’s Investment Division or its Treasury function, as this strategy could result in the need to post additional amounts of collateral. Failure to appropriately consider these inter-relationships, or effectively communicate changes in strategies or activities across our operations, could have a negative impact on the strategic objectives or operations of another group. Further, failure to consider these inter-relationships in our modeling and financial and strategic decision-making processes could have a negative impact on our operations. Our risk management policies, procedures and strategies may leave us exposed to unidentified or unanticipated risks, which could negatively affect our business, results of operations and financial condition. ■ We have devoted significant resources to develop our risk management policies, procedures and strategies and expect to continue to do so in the future. Nonetheless, our policies, procedures and strategies may not be comprehensive. Many of our methods for measuring and managing risk and exposures are based upon the use of observed historical market behaviour or statistics based on historical models. Future behavior may be very different from past behavior, especially if there are some fundamental changes that affect future behavior. As an example, the increased occurrence of negative interest rates can make it difficult to model future interest rates as interest rate models have been generally developed for an environment of positive interest rates. As a result, these methods may not fully predict future exposures, which can be significantly greater than our historical measures indicate. Other risk management methods depend upon the evaluation and/or reporting of information regarding markets, clients, client transactions, catastrophe occurrence or other matters publicly available or otherwise accessible to us. This information may not always be accurate, complete, up-to-date or properly evaluated or reported. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 93 We are subject to tax audits, tax litigation or similar proceedings, and as a result we may owe additional taxes, interest and penalties in amounts that may be material. ■ We are subject to income and other taxes in the jurisdictions in which we do business. In determining our provisions for income taxes and our accounting for tax-related matters in general, we are required to exercise judgment. We regularly make estimates where the ultimate tax determination is uncertain. There can be no assurance that the final determination of any tax audit, appeal of the decision of a taxing authority, tax litigation or similar proceedings will not be materially different from that reflected in our historical financial statements. The assessment of additional taxes, interest and penalties could be materially adverse to our current and future results of operations and financial condition. Our non-North American operations face political, legal, operational and other risks that could negatively affect those operations or our results of operations and financial condition. ■ A substantial portion of our revenue and net income attributed to shareholders is derived from our operations outside of North America, primarily in key Asian markets. Some of these key geographical markets are developing and are rapidly growing countries and markets that present unique risks that we do not face, or are negligible, in our operations in Canada or the U.S. Our operations outside of North America face the risk of discriminatory regulation, political and economic instability, market volatility and significant inflation, limited protection for, or increased costs to protect intellectual property rights, inability to protect and/or enforce contractual or legal rights, nationalization or expropriation of assets, price controls and exchange controls or other restrictions that prevent us from transferring funds from these operations out of the countries in which they operate or converting local currencies we hold into Canadian or U.S. dollars. Failure to manage these risks could have a significant negative impact on our operations and profitability. ■ We are currently planning to expand our global operations in markets where we operate and potentially in new markets. This may require considerable management time, as well as start-up expenses for market development before any significant revenues and earnings are generated. Operations in new foreign markets may achieve low margins or may be unprofitable, and expansion in existing markets may be affected by local economic and market conditions. We are regularly involved in litigation. ■ We are regularly involved in litigation, both as a plaintiff or defendant. These cases could result in an unfavourable resolution, and could have a material adverse effect on our results of operations and financial condition. System failures or events that impact our facilities may disrupt business operations. ■ Technology is used in virtually all aspects of our business and operations; in addition, part of our strategy involves the expansion of technology to directly serve our customers. An interruption in the service of our technology resulting from system failure, cyber attack, human error, natural disaster, man-made disaster, pandemic, or other unpredictable event beyond reasonable control could prevent us from effectively operating our business. ■ While our facilities and operations are distributed across the globe, we can experience extreme weather, natural disasters, civil unrest, man-made disasters, power outages, pandemic, and other events which can prevent access to, and operations within, the facilities for our employees, partners, and other parties that support our business operations. ■ We take measures to plan, structure and protect against routine events that may impact our operations, and maintain plans to recover from unpredictable events. An interruption to our operations may subject us to regulatory sanctions and legal claims, lead to a loss of customers, assets and revenues, result in unauthorized disclosures of personal or confidential information, or otherwise adversely affect us from a financial, operational and reputational perspective. An information security or privacy breach of our operations or of a related third party could adversely impact our business, results of operations, financial condition, and reputation. ■ It is possible that the Company may not be able to anticipate or to implement effective preventive measures against all disruptions or privacy and security breaches, especially because the techniques used change frequently, generally increase in sophistication, often are not recognized until launched, and because cyber-attacks can originate from a wide variety of sources, including organized crime, hackers, terrorists, activists, and other external parties, including parties sponsored by hostile foreign governments. Those parties may also attempt to fraudulently induce employees, customers, and other users of the Company’s systems or third- party service providers to disclose sensitive information in order to gain access to the Company’s data or that of its customers or clients. We, our customers, regulators and other third parties have been subject to, and are likely to continue to be the target of, cyber-attacks, including computer viruses, malicious or destructive code, phishing attacks, denial of service and other security incidents, that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of personal, confidential, proprietary and other information of the Company, our employees, our customers or of third parties, or otherwise materially disrupt our or our customers’ or other third parties’ network access or business operations. These attacks could adversely impact us from a financial, operational and reputational perspective. ■ The Company has an Information Risk Management Program, which includes information and cyber security defenses, to protect our networks and systems from attacks; however, there can be no assurance that these counter measures will be successful in every instance in protecting our networks against advanced attacks. In addition to protection, detection and response mechanisms, the Company maintains cyber risk insurance, but this insurance may not cover all costs associated with the financial, operational and reputational consequences of personal, confidential or proprietary information being compromised. 94 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Competition for the best people is intense and an inability to recruit qualified individuals may negatively impact our ability to execute on business strategies or to conduct our operations. ■ We compete with other insurance companies and financial institutions for qualified executives, employees and agents. We must attract and retain top talent to maintain our competitive advantage. Failure to attract and retain the best people could adversely impact our business. Model risk may arise from the inappropriate use or interpretation of models or their output, or the use of deficient models, data or assumptions. ■ We are relying on some highly complex models for pricing, valuation and risk measurement, and for input to decision making. Consequently, the risk of inappropriate use or interpretation of our models or their output, or the use of deficient models, could have a material adverse effect on our business. ■ We are continuing to enhance our valuation models and processes across the organization. We do not expect this initiative to result in significant reserve adjustments. However, as we systematically review our models, there could be updates to our assumptions and methodologies that result in reserve changes. Fraud risks may arise from incidents related to identity theft and account takeovers. ■ Policies and procedures are in place to prevent and detect fraud incidents; however, our existing control environment may not be able to mitigate all possible incidents, which could adversely impact our business, results of operations, financial condition, and reputation. Policies and procedures are being reviewed to enhance our capabilities to better protect against more sophisticated fraud threats but we may nevertheless not be able to mitigate all possible incidents. Environmental risk may arise related to our commercial mortgage loan portfolio and owned property or from our business operations. ■ Environmental risk may originate from investment properties that are subject to natural or man-made environmental risk. Real estate assets may be owned, leased and/or managed, as well as mortgaged by Manulife and we might enter into the chain of liability due to foreclosure ownership when in default. ■ Liability under environmental protection laws resulting from our commercial mortgage loan portfolio and owned property (including commercial real estate, oil and gas, timberland and farmland properties) may adversely impact our reputation, results of operations and financial condition. Under applicable laws, contamination of a property with hazardous materials or substances may give rise to a lien on the property to secure recovery of the costs of cleanup. In some instances, this lien has priority over the lien of an existing mortgage encumbering the property. The environmental risk may result from on-site or off-site (adjacent) due to migration of regulated pollutants or contaminates with financial or reputational environmental risk and liability consequences by virtue of strict liability. Environmental risk could also arise from natural disasters (e.g., weather, fire, earthquake, floods, pests) or human activities (use of chemicals, pesticides) conducted within the site or when impacted from adjacent sites. ■ Additionally, as lender, we may incur environmental liability (including without limitation liability for clean-up, remediation and ■ damages incurred by third parties) similar to that of an owner or operator of the property, if we or our agents exercise sufficient control over the operations at the property. We may also have liability as the owner and/or operator of real estate for environmental conditions or contamination that exist or occur on the property, or affecting other property. In addition, failure to adequately prepare for the potential impacts of climate change may have a negative impact on our financial position or our ability to operate. Potential impacts may be direct or indirect and may include business losses or disruption resulting from extreme weather conditions; the impact of changes in legal or regulatory framework made to address climate change; or increased mortality or morbidity resulting from environmental damage or climate change. Additional Risk Factors That May Affect Future Results ■ Other factors that may affect future results include changes in government trade policy, monetary policy or fiscal policy; political conditions and developments in or affecting the countries in which we operate; technological changes; public infrastructure disruptions; changes in consumer spending and saving habits; the possible impact on local, national or global economies from public health emergencies, such as an influenza pandemic, and international conflicts and other developments including those relating to terrorist activities. Although we take steps to anticipate and minimize risks in general, unforeseen future events may have a negative impact on our business, financial condition and results of operations. We caution that the preceding discussion of risks that may affect future results is not exhaustive. When relying on our forward- looking statements to make decisions with respect to our Company, investors and others should carefully consider the foregoing risks, as well as other uncertainties and potential events, and other external and Company specific risks that may adversely affect the future business, financial condition or results of operations of our Company. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 95 Controls and Procedures Disclosure Controls and Procedures Our disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by us is recorded, processed, summarized, and reported accurately and completely and within the time periods specified under Canadian and U.S. securities laws. Our process includes controls and procedures that are designed to ensure that information is accumulated and communicated to management, including the CEO and CFO, to allow timely decisions regarding required disclosure. As of December 31, 2017, management evaluated the effectiveness of its disclosure controls and procedures as defined under the rules adopted by the U.S. Securities and Exchange Commission and the Canadian securities regulatory authorities. This evaluation was performed under the supervision of the Audit Committee, the CEO and CFO. Based on that evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective as at December 31, 2017. MFC’s Audit Committee has reviewed this MD&A and the 2017 Consolidated Financial Statements and MFC’s Board of Directors approved these reports prior to their release. Management’s Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control system was designed to provide reasonable assurance to management and the Board of Directors regarding the preparation and fair presentation of published financial statements in accordance with generally accepted accounting principles. All internal control systems, no matter how well designed, have inherent limitations due to manual controls. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Management maintains a comprehensive system of controls intended to ensure that transactions are executed in accordance with management’s authorization, assets are safeguarded, and financial records are reliable. Management also takes steps to ensure that information and communication flows are effective and to monitor performance, including performance of internal control procedures. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2017 based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) 2013 framework in Internal Control – Integrated Framework. Based on this assessment, management believes that, as of December 31, 2017, the Company’s internal control over financial reporting is effective. The effectiveness of the Company’s internal control over financial reporting as of December 31, 2017 has been audited by Ernst & Young LLP, the Company’s independent registered public accounting firm that also audited the Consolidated Financial Statements of the Company for the year ended December 31, 2017. Their report expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2017. Changes in Internal Control over Financial Reporting No changes were made in our internal control over financial reporting during the year ended December 31, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 96 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Performance and Non-GAAP Measures We use a number of non-GAAP financial measures to measure overall performance and to assess each of our businesses. A financial measure is considered a non-GAAP measure for Canadian securities law purposes if it is presented other than in accordance with generally accepted accounting principles used for the Company’s audited financial statements. Non-GAAP measures include: core earnings (loss); core ROE; diluted core earnings per common share; core earnings before income taxes, depreciation and amortization (“core EBITDA”); core EBITDA margin; core investment gains, constant currency basis (measures that are reported on a constant currency basis include percentage growth in core earnings in Asia Division, sales, APE sales, gross flows, premiums and deposits, core EBITDA, core earnings in Wealth and Asset Management, new business value, and assets under management and administration); assets under administration; premiums and deposits; assets under management and administration; assets under management; capital; embedded value; new business value; sales; APE sales; gross flows and net flows. Non-GAAP financial measures are not defined terms under GAAP and, therefore, are unlikely to be comparable to similar terms used by other issuers. Therefore, they should not be considered in isolation or as a substitute for any other financial information prepared in accordance with GAAP. Core earnings (loss) is a non-GAAP measure which we believe aids investors in better understanding the long-term earnings capacity and valuation of the business. Core earnings allows investors to focus on the Company’s operating performance by excluding the direct impact of changes in equity markets and interest rates, changes in actuarial methods and assumptions as well as a number of other items, outlined below, that we believe are material, but do not reflect the underlying earnings capacity of the business. For example, due to the long-term nature of our business, the mark-to-market movements of equity markets, interest rates, foreign currency exchange rates and commodity prices from period-to-period can, and frequently do, have a substantial impact on the reported amounts of our assets, liabilities and net income attributed to shareholders. These reported amounts are not actually realized at the time and may never be realized if the markets move in the opposite direction in a subsequent period. This makes it very difficult for investors to evaluate how our businesses are performing from period-to-period and to compare our performance with other issuers. We believe that core earnings better reflects the underlying earnings capacity and valuation of our business. We use core earnings as the basis for management planning and reporting and, along with net income attributed to shareholders, as a key metric used in our short and mid-term incentive plans at the total Company and operating segment level. While core earnings is relevant to how we manage our business and offers a consistent methodology, it is not insulated from macro economic factors which can have a significant impact. See “Quarterly Financial Information” below for reconciliation of core earnings to net income attributed to shareholders. Any future changes to the core earnings definition referred to below, will be disclosed. Items included in core earnings: 1. Expected earnings on in-force policies, including expected release of provisions for adverse deviation, fee income, margins on group business and spread business such as Manulife Bank and asset fund management. 2. Macro hedging costs based on expected market returns. 3. 4. 5. 6. New business strain and gains. Policyholder experience gains or losses. Acquisition and operating expenses compared with expense assumptions used in the measurement of policy liabilities. Up to $400 million of net favourable investment-related experience reported in a single year, which are referred to as “core investment gains”. This means up to $100 million in the first quarter, up to $200 million on a year-to-date basis in the second quarter, up to $300 million on a year-to-date basis in the third quarter and up to $400 million on a full year basis in the fourth quarter. Any investment-related experience losses reported in a quarter will be offset against the net year-to-date investment- related experience gains with the difference being included in core earnings subject to a maximum of the year-to-date core investment gains and a minimum of zero, which reflects our expectation that investment-related experience will be positive through-the-business cycle. To the extent any investment-related experience losses cannot be fully offset in a quarter they will be carried forward to be offset against investment-related experience gains in subsequent quarters in the same year, for purposes of determining core investment gains. Investment-related experience relates to fixed income investing, ALDA returns, credit experience and asset mix changes other than those related to a strategic change. An example of a strategic asset mix change is outlined below. O This favourable and unfavourable investment-related experience is a combination of reported investment experience as well as the impact of investing activities on the measurement of our policy liabilities. We do not attribute specific components of investment-related experience to amounts included or excluded from core earnings. O The $400 million threshold represents the estimated average annualized amount of net favourable investment-related experience that the Company reasonably expects to achieve through-the-business cycle based on historical experience. It is not a forecast of expected net favourable investment-related experience for any given fiscal year. O Our average net annualized investment-related experience calculated from the introduction of core earnings in 2012 to the end of 2017 was $475 million (2012 to the end of 2016 was $456 million). O The decision announced on December 22, 2017 to reduce the allocation to ALDA in the portfolio asset mix supporting our legacy businesses was the first strategic asset mix change since we introduced the core earnings metric in 2012. We have refined our description of investment-related experience to note that asset mix changes other than those related to a strategic change are taken into consideration in the investment-related experience component of core investment gains. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 97 O While historical investment return time horizons may vary in length based on underlying asset classes generally exceeding 20 years, for purposes of establishing the threshold, we look at a business cycle that is five or more years and includes a recession. We monitor the appropriateness of the threshold as part of our annual five-year planning process and would adjust it, either to a higher or lower amount, in the future if we believed that our threshold was no longer appropriate. O Specific criteria used for evaluating a potential adjustment to the threshold may include, but are not limited to, the extent to which actual investment-related experience differs materially from actuarial assumptions used in measuring insurance contract liabilities, material market events, material dispositions or acquisitions of assets, and regulatory or accounting changes. 7. Earnings on surplus other than mark-to-market items. Gains on available-for-sale (“AFS”) equities and seed money investments are included in core earnings. 8. 9. Routine or non-material legal settlements. All other items not specifically excluded. 10. Tax on the above items. 11. All tax related items except the impact of enacted or substantively enacted income tax rate changes. Items excluded from core earnings: 1. The direct impact of equity markets and interest rates and variable annuity guarantee liabilities includes the items listed below. O The earnings impact of the difference between the net increase (decrease) in variable annuity liabilities that are dynamically hedged and the performance of the related hedge assets. Our variable annuity dynamic hedging strategy is not designed to completely offset the sensitivity of insurance and investment contract liabilities to all risks or measurements associated with the guarantees embedded in these products for a number of reasons, including; provisions for adverse deviation, fund performance, the portion of the interest rate risk that is not dynamically hedged, realized equity and interest rate volatilities and changes to policyholder behaviour. O Gains (charges) on variable annuity guarantee liabilities not dynamically hedged. O Gains (charges) on general fund equity investments supporting policy liabilities and on fee income. O Gains (charges) on macro equity hedges relative to expected costs. The expected cost of macro hedges is calculated using the equity assumptions used in the valuation of insurance and investment contract liabilities. O Gains (charges) on higher (lower) fixed income reinvestment rates assumed in the valuation of insurance and investment contract liabilities. O Gains (charges) on sale of AFS bonds and open derivatives not in hedging relationships in the Corporate and Other segment. 2. Net favourable investment-related experience in excess of $400 million per annum or net unfavourable investment-related experience on a year-to-date basis. 3. Mark-to-market gains or losses on assets held in the Corporate and Other segment other than gains on AFS equities and seed money investments in new segregated or mutual funds. 4. 5. 6. 7. Changes in actuarial methods and assumptions. As noted in the “Critical Accounting and Actuarial Policies” section above, policy liabilities for IFRS are valued in Canada under standards established by the Actuarial Standards Board. The standards require a comprehensive review of actuarial methods and assumptions to be performed annually. The review is designed to reduce the Company’s exposure to uncertainty by ensuring assumptions for both asset related and liability related risks remain appropriate and is accomplished by monitoring experience and selecting assumptions which represent a current best estimate view of expected future experience, and margins that are appropriate for the risks assumed. By excluding the results of the annual reviews, core earnings assists investors in evaluating our operational performance and comparing our operational performance from period to period with other global insurance companies because the associated gain or loss is not reflective of current year performance and not reported in net income in most actuarial standards outside of Canada. The impact on the measurement of policy liabilities of changes in product features or new reinsurance transactions, if material. Goodwill impairment charges. Gains or losses on disposition of a business. 8. Material one-time only adjustments, including highly unusual/extraordinary and material legal settlements or other items that are material and exceptional in nature. 9. Tax on the above items. 10. Impact of enacted or substantially enacted income tax rate changes. Core return on common shareholders’ equity (“core ROE”) is a non-GAAP profitability measure that presents core earnings available to common shareholders as a percentage of the capital deployed to earn the core earnings. The Company calculates core ROE using average common shareholders’ equity. 98 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Diluted core earnings per common share is core earnings available to common shareholders expressed per diluted weighted average common share outstanding. The Company also uses financial performance measures that are prepared on a constant currency basis, which are non-GAAP measures that exclude the impact of currency fluctuations (from local currency to Canadian dollars at a total company level and from local currency to U.S. dollars in Asia). Amounts stated on a constant currency basis in this report are calculated, as appropriate, using the income statement and balance sheet exchange rates effective for the fourth quarter of 2017. Measures that are reported on a constant currency basis include growth in core earnings in Asia Division, sales, APE sales, gross flows, premiums and deposits, core EBITDA, new business value and assets under management and administration. Premiums and deposits is a non-GAAP measure of top line growth. The Company calculates premiums and deposits as the aggregate of (i) general fund premiums, net of reinsurance, reported as premiums on the Consolidated Statements of Income and investment contract deposits, (ii) segregated fund deposits, excluding seed money, (“deposits from policyholders”), (iii) mutual fund deposits, (iv) deposits into institutional advisory accounts, (v) premium equivalents for “administration services only” group benefit contracts (“ASO premium equivalents”), (vi) premiums in the Canadian Group Benefits reinsurance ceded agreement, and (vii) other deposits in other managed funds. Premiums and deposits ($ millions) Net premium income and investment contract deposits Deposits from policyholders Mutual fund deposits Institutional advisory account deposits ASO premium equivalents Group Benefits ceded premiums Other fund deposits Total premiums and deposits Currency impact Constant currency premiums and deposits Quarterly Results Full Year Results 4Q17 4Q16 2017 2016 $ 6,966 7,717 20,938 5,564 892 1,095 135 43,307 – $ 7,019 7,620 20,349 11,168 833 1,095 143 $ 28,328 $ 27,795 30,504 72,587 20,733 3,318 4,693 536 32,205 79,972 16,980 3,496 4,283 498 48,227 (1,649) 165,762 (2,379) 160,166 (5,279) $ 43,307 $ 46,578 $ 163,383 $ 154,887 Assets under management and administration (“AUMA”) is a non-GAAP measure of the size of the Company. It is comprised of the non-GAAP measures assets under management (“AUM”), which includes both assets of general account and external client assets for which we provide investment management services, and assets under administration (“AUA”), which includes assets for which we provide administrative services only. Assets under management and administration is a common industry metric for WAM businesses. Assets under management and administration As at December 31, ($ millions) Total invested assets Segregated funds net assets Assets under management per financial statements Mutual funds Institutional advisory accounts (excluding segregated funds) Other funds Total assets under management Other assets under administration Currency impact 2017 2016 $ 334,222 $ 321,869 315,177 324,307 658,529 195,472 91,149 7,412 952,562 87,929 – 637,046 169,919 81,304 6,353 894,622 82,433 (39,106) Constant currency assets under management and administration $ 1,040,491 $ 937,949 Capital The definition we use for capital, a non-GAAP measure, serves as a foundation of our capital management activities at the MFC level. For regulatory reporting purposes, the numbers are further adjusted for various additions or deductions to capital as mandated by the guidelines used by OSFI. Capital is calculated as the sum of: (i) total equity excluding accumulated other comprehensive income (“AOCI”) on cash flow hedges; and (ii) liabilities for preferred shares and capital instruments. Capital As at December 31, ($ millions) Total equity Adjusted for AOCI loss on cash flow hedges Total equity excluding AOCI on cash flow hedges Add liabilities for capital instruments Total capital 2017 2016 $ 42,163 (109) $ 42,823 (232) 42,272 8,387 43,055 7,180 $ 50,659 $ 50,235 Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 99 Core EBITDA is a non-GAAP measure which Manulife uses to better understand the long-term earnings capacity and valuation of the business on a basis more comparable to how the profitability of global asset managers is generally measured. Core EBITDA presents core earnings before the impact of interest, taxes, depreciation, and amortization. Core EBITDA excludes certain acquisition expenses related to insurance contracts in our retirement businesses which are deferred and amortized over the expected life time of the customer relationship under the CALM. Core EBITDA was selected as a key performance indicator for WAM businesses, as EBITDA is widely used among asset management peers, and core earnings is a primary profitability metric for the Company overall. Core EBITDA margin is a non-GAAP measure which Manulife uses to better understand the long-term profitability of our global wealth and asset management business on a more comparable basis to how profitability of global asset managers are measured. Core EBITDA margin presents core earnings before the impact of interest, taxes, depreciation, and amortization divided by total revenue from these businesses. Core EBITDA margin was selected as a key performance indicator for our WAM businesses, as EBITDA margin is widely used among asset management peers, and core earnings is a primary profitability metric for the Company overall. Wealth and Asset Management For the years ended December 31, ($ millions) Core EBITDA Amortization of deferred acquisition costs and other depreciation Amortization of deferred sales commissions Core earnings before income taxes Core income tax (expense) recovery Core earnings 2017 2016 $ 1,396 (344) (99) $ 1,167 (336) (103) 953 (165) 728 (99) $ 788 $ 629 Embedded value (“EV”) is a measure of the present value of shareholders’ interests in the expected future distributable earnings on in-force business reflected in the Consolidated Statement of Financial Position of Manulife, excluding any value associated with future new business. EV is calculated as the sum of the adjusted net worth and the value of in-force business. The adjusted net worth is the IFRS shareholders’ equity adjusted for goodwill and intangibles, fair value of surplus assets, the carrying value of debt and preferred shares, and local statutory balance sheet, regulatory reserve, and capital for Manulife’s Asian business. The value of in-force business in Canada and the U.S. is the present value of expected future IFRS earnings on in-force business less the present value of the cost of holding capital to support the in-force business under the MCCSR framework. The value of in-force business in Asia reflects local statutory earnings and capital requirements. The value of in-force excludes Manulife’s WAM, Bank and P&C Reinsurance businesses. New business value (“NBV”) is the change in embedded value as a result of sales in the reporting period. NBV is calculated as the present value of shareholders’ interests in expected future distributable earnings, after the cost of capital, on actual new business sold in the period using assumptions that are consistent with the assumptions used in the calculation of embedded value. NBV excludes businesses with immaterial insurance risks, such as Manulife’s WAM businesses and Manulife Bank and the short-term P&C Reinsurance business. NBV is a useful metric to evaluate the value created by the Company’s new business franchise. New business value margin is calculated as NBV divided by annualized premium equivalents (“APE”) excluding non-controlling interests. APE is calculated as 100% of annualized first year premiums for recurring premium products, and as 10% of single premiums for single premium products. Both NBV and APE used in the NBV margin calculation are after non-controlling interests and exclude wealth and asset management, Bank and P&C Reinsurance businesses. The NBV margin is a useful metric to help understand the profitability of our new business. Sales are measured according to product type: For individual insurance, sales include 100% of new annualized premiums and 10% of both excess and single premiums. For individual insurance, new annualized premiums reflect the annualized premium expected in the first year of a policy that requires premium payments for more than one year. Single premium is the lump sum premium from the sale of a single premium product, e.g. travel insurance. Sales are reported gross before the impact of reinsurance. For group insurance, sales include new annualized premiums and administrative services only premium equivalents on new cases, as well as the addition of new coverages and amendments to contracts, excluding rate increases. For Asia, annualized premium equivalent (“APE”) sales is comprised of 100% of regular premiums/deposits and 10% of single premiums/deposits for both insurance and other wealth products. APE sales are presented for our Asia division as this metric is widely used by insurance companies in Asia. Other Wealth sales include all new deposits into variable and fixed annuity contracts. As we discontinued sales of new Variable Annuity contracts in the U.S. in 1Q13, subsequent deposits into existing U.S. Variable Annuity contracts are not reported as sales. Asia variable annuity deposits are included in APE sales. Bank new lending volumes include bank loans and mortgages authorized in the period. 100 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Gross flows is a new business measure presented for WAM businesses and includes all deposits into the Company’s mutual funds, college savings 529 plans, group pension/retirement savings products, private wealth and institutional asset management products. Gross flows is a common industry metric for WAM businesses as it provides a measure of how successful the businesses are at attracting assets. Net flows is presented for our WAM businesses and includes gross flows less redemptions for our mutual funds, college savings 529 plans, group pension/retirement savings products, private wealth and institutional asset management products. Net flows is a common industry metric for WAM businesses as it provides a measure of how successful the businesses are at attracting and retaining assets. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 101 Additional Disclosures Contractual Obligations In the normal course of business, the Company enters into contracts that give rise to obligations fixed by agreement as to the timing and dollar amount of payment. As at December 31, 2017, the Company’s contractual obligations and commitments are as follows: Payments due by period ($ millions) Long-term debt(1) Liabilities for capital instruments(1) Investment commitments Operating leases Insurance contract liabilities(2) Investment contract liabilities(1) Deposits from Bank clients Other Total contractual obligations $ Total 8,592 17,245 8,235 838 742,054 5,244 18,130 4,337 Less than 1 year 1 to 3 years $ 616 322 2,859 126 9,788 283 15,322 451 $ 1,036 635 2,927 172 11,236 536 1,373 1,537 $ 3 to 5 years 347 624 1,582 89 17,153 481 1,435 2,263 $ After 5 years 6,593 15,664 867 451 703,877 3,944 – 86 $ 804,675 $ 29,767 $ 19,452 $ 23,974 $ 731,482 (1) The contractual payments include principal, interest and distributions. The contractual payments reflect the amounts payable from January 1, 2018 up to and including the final contractual maturity date. In the case of floating rate obligations, the floating rate index is based on the interest rates as at December 31, 2017 and is assumed to remain constant to the final contractual maturity date. The Company may have the contractual right to redeem or repay obligations prior to maturity and if such right is exercised, total contractual obligations paid and the timing of payment could vary significantly from the amounts and timing included in the table. (2) Insurance contract liabilities cash flows include estimates related to the timing and payment of death and disability claims, policy surrenders, policy maturities, annuity payments, minimum guarantees on segregated fund products, policyholder dividends, commissions and premium taxes offset by contractual future premiums on in-force contracts. These estimated cash flows are based on the best estimate assumptions used in the determination of insurance contract liabilities. These amounts are undiscounted and reflect recoveries from reinsurance agreements. Due to the use of assumptions, actual cash flows may differ from these estimates (see “Policy Liabilities”). Cash flows include embedded derivatives measured separately at fair value. Legal and Regulatory Proceedings The Company is regularly involved in legal actions, both as a defendant and as a plaintiff. The legal actions where the Company is a party ordinarily involve its activities as a provider of insurance protection and wealth management products, relating to reinsurance, or in its capacity as an investment adviser, employer and taxpayer. Other life insurers and asset managers, operating in the jurisdictions in which the Company does business, have been subject to a wide variety of other types of actions, some of which resulted in substantial judgments or settlements against the defendants; it is possible that the Company may become involved in similar actions in the future. In addition, government and regulatory bodies in Canada, the United States, Asia and other jurisdictions where the Company conducts business regularly make inquiries and, from time to time, require the production of information or conduct examinations concerning the Company’s compliance with, among other things, insurance laws, securities laws, and laws governing the activities of broker-dealers. A class action against John Hancock Life Insurance Company (U.S.A.) (“JHUSA”) is pending in the U.S. District Court for the Southern District of New York in which claims are made that JHUSA breached, and continues to breach, the contractual terms of certain universal life policies issued between approximately 1990 and 2006 by including impermissible charges in its cost of insurance (“COI”) calculations. The Company believes that its COI calculations have been, and continue to be, in accordance with the terms of the policies and intends to vigorously defend this action. Briefing on class certification is scheduled to be completed in late April. It is premature to attempt to predict any outcome or range of outcomes for this matter. A similar class action based on the same policy language in dispute in the case pending in New York had been pending in California. The parties have agreed on the financial terms of a settlement that will settle all claims alleged in the action and are preparing final settlement documents for presentation to the supervising court for its approval. 102 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Quarterly Financial Information The following table provides summary information related to our eight most recently completed quarters: As at and for the three months ended ($ millions, except per share amounts or otherwise stated) Dec 31, 2017 Sept 30, 2017 Jun 30, 2017 Mar 31, 2017 Dec 31, 2016 Sept 30, 2016 Jun 30, 2016 Mar 31, 2016 Revenue Premium income Life and health insurance Annuities and pensions $ Net premium income Investment income Realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities(1) Other revenue 6,000 $ 6,321 $ 6,040 $ 5,994 $ 6,093 $ 5,950 $ 5,497 $ 5,728 1,000 1,056 1,247 1,209 908 934 922 943 6,943 3,579 7,243 3,309 6,974 3,444 7,050 3,317 7,001 3,309 7,197 3,568 6,706 3,213 6,728 3,300 2,988 2,737 (1,163) 2,544 3,303 2,872 590 2,593 (16,421) 2,637 771 2,921 7,922 2,794 8,862 2,829 Total revenue $ 16,247 $ 11,933 $ 16,593 $ 13,550 $ (3,474) $ 14,457 $ 20,635 $ 21,719 Income (loss) before income taxes Income tax (expense) recovery Net income (loss) Net income (loss) attributed to shareholders Reconciliation of core earnings to net income attributed to shareholders Total core earnings(2) Other items to reconcile net income attributed to shareholders to core earnings Investment-related experience in excess of amounts included in core earnings Direct impact of equity markets, interest rates and variable annuity guarantee liabilities Change in actuarial methods and assumptions Charge related to U.S. Tax Reform Charge related to decision to change portfolio asset mix of our legacy businesses Net impact of acquisitions and divestitures Other items Net income (loss) attributed to shareholders Basic earnings (loss) per common share Diluted earnings (loss) per common share Segregated funds deposits Total assets (in billions) Weighted average common shares (in millions) Diluted weighted average common shares (in $ (2,123) $ 1,269 $ 1,618 $ 1,737 $ 424 (13) (304) (346) (285) $ 1,314 $ 450 (117) 947 $ 1,353 (298) (231) $ $ (1,699) $ 1,256 $ 1,314 $ 1,391 $ 165 $ 1,197 $ 716 $ 1,055 (1,606) $ 1,105 $ 1,255 $ 1,350 $ 63 $ 1,117 $ 704 $ 1,045 $ 1,205 $ 1,085 $ 1,174 $ 1,101 $ 1,287 $ 996 $ 833 $ 905 18 (68) (33) (1,777) (1,032) (18) 99 11 47 (2) 138 (37) – – 267 – – 280 60 (340) (1,202) (10) 414 (455) (170) – 474 12 (14) (22) (20) – (18) – (25) 13 (23) (95) (19) – (14) 8 $ $ $ $ $ (1,606) $ 1,105 $ 1,255 $ 1,350 $ 63 $ 1,117 $ 704 $ 1,045 (0.83) $ 0.54 $ 0.62 $ 0.66 $ 0.01 $ 0.55 $ 0.34 $ 0.51 (0.83) $ 0.54 $ 0.61 $ 0.66 $ 0.01 $ 0.55 $ 0.34 $ 0.51 8,421 $ 8,179 $ 8,544 $ 9,632 $ 8,247 $ 8,291 $ 7,899 $ 8,693 730 $ 713 $ 726 $ 728 $ 721 $ 742 $ 725 $ 696 1,980 1,978 1,977 1,976 1,974 1,973 1,972 1,972 millions) 1,988 1,986 1,984 1,984 1,980 1,976 1,976 1,976 Dividends per common share $ 0.205 $ 0.205 $ 0.205 $ 0.205 $ 0.185 $ 0.185 $ 0.185 $ 0.185 CDN$ to US$1 – Statement of Financial Position 1.2545 1.2480 1.2977 1.3323 1.3426 1.3116 1.3009 1.2970 CDN$ to US$1 – Statement of Income 1.2712 1.2528 1.3450 1.3238 1.3343 1.3050 1.2889 1.3724 (1) For fixed income assets supporting insurance and investment contract liabilities and for equities supporting pass-through products and derivatives related to variable hedging programs, the impact of realized and unrealized gains (losses) on the assets is largely offset in the change in insurance and investment contract liabilities. (2) Core earnings is a non-GAAP measure. See “Performance and Non-GAAP Measures” above. Management’s Discussion and Analysis | Manulife Financial Corporation | 2017 Annual Report 103 Selected Annual Financial Information As at and for the years ended December 31, ($ millions, except per share amounts) Revenue Asia Division Canadian Division U.S. Division Corporate and Other Total revenue Total assets Long-term financial liabilities Long-term debt Liabilities for preferred shares and capital instruments Total financial liabilities Dividend per common share Cash dividend per Class A Share, Series 1(1) Cash dividend per Class A Share, Series 2 Cash dividend per Class A Share, Series 3 Cash dividend per Class 1 Share, Series 3(2) Cash dividend per Class 1 Share, Series 4(2) Cash dividend per Class 1 Share, Series 5 Cash dividend per Class 1 Share, Series 7 Cash dividend per Class 1 Share, Series 9 Cash dividend per Class 1 Share, Series 11 Cash dividend per Class 1 Share, Series 13 Cash dividend per Class 1 Share, Series 15 Cash dividend per Class 1 Share, Series 17 Cash dividend per Class 1 Share, Series 19 Cash dividend per Class 1 Share, Series 21(3) Cash dividend per Class 1 Share, Series 23(4) 2017 2016 2015 $ 21,532 12,855 24,437 (501) $ 19,294 12,707 20,558 778 $ 14,002 10,065 9,949 414 $ 58,323 $ 53,337 $ 34,430 $ 729,533 $ 720,681 $ 702,871 $ 4,785 8,387 $ 5,696 7,180 $ 13,172 $ 12,876 $ 0.820 – 1.1625 1.125 0.5445 0.4918 0.9728 1.096 1.0969 1.00 0.95 0.975 0.975 0.95 1.40 1.298 $ 0.740 – 1.1625 1.125 0.7973 0.2431 1.10 1.15 1.10 1.00 0.95 0.975 0.975 0.95 1.1411 – $ $ $ 1,853 7,695 9,548 0.665 0.5125 1.1625 1.125 1.05 – 1.10 1.15 1.10 1.00 0.95 0.975 0.975 0.9884 – – (1) On June 19, 2015, MFC redeemed all of its 14 million outstanding Class A Shares Series 1. (2) 1,664,169 of 8,000,000 Series 3 Shares were converted, on a one-for-one basis, into Series 4 Shares on June 20, 2016. 6,335,831 Series 3 Shares remain outstanding. (3) On February 25, 2016, MFC issued 16 million of Series 21 Shares and on March 3, 2016, MFC issued an additional 1 million Series 21 Shares pursuant to the exercise in full by the underwriters of their option to purchase additional Series 21 Shares. (4) On November 22, 2016, MFC issued 19 million of Non-cumulative Rate Reset Class 1 Shares Series 23. No dividends were paid in 2016. Additional Information Available Additional information relating to Manulife, including MFC’s Annual Information Form, is available on the Company’s website at www.manulife.com and on SEDAR at www.sedar.com. Outstanding Shares – Selected Information Common Shares As at February 2, 2018, MFC had 1,982,433,826 common shares outstanding. 104 Manulife Financial Corporation | 2017 Annual Report | Management’s Discussion and Analysis Responsibility for Financial Reporting The accompanying consolidated financial statements of Manulife Financial Corporation are the responsibility of management and have been approved by the Board of Directors. It is also the responsibility of management to ensure that all information in the annual report to shareholders is consistent with these consolidated financial statements. The consolidated financial statements have been prepared by management in accordance with International Financial Reporting Standards and the accounting requirements of the Office of the Superintendent of Financial Institutions, Canada. When alternative accounting methods exist, or when estimates and judgment are required, management has selected those amounts that present the Company’s financial position and results of operations in a manner most appropriate to the circumstances. Appropriate systems of internal control, policies and procedures have been maintained to ensure that financial information is both relevant and reliable. The systems of internal control are assessed on an ongoing basis by management and the Company’s internal audit department. The actuary appointed by the Board of Directors (the “Appointed Actuary”) is responsible for ensuring that assumptions and methods used in the determination of policy liabilities are appropriate to the circumstances and that reserves will be adequate to meet the Company’s future obligations under insurance and annuity contracts. The Board of Directors is responsible for ensuring that management fulfills its responsibility for financial reporting and is ultimately responsible for reviewing and approving the consolidated financial statements. These responsibilities are carried out primarily through an Audit Committee of unrelated and independent directors appointed by the Board of Directors. The Audit Committee meets periodically with management, the internal auditors, the external auditors and the Appointed Actuary to discuss internal control over the financial reporting process, auditing matters and financial reporting issues. The Audit Committee reviews the consolidated financial statements prepared by management and then recommends them to the Board of Directors for approval. The Audit Committee also recommends to the Board of Directors and shareholders the appointment of external auditors and approval of their fees. The consolidated financial statements have been audited by the Company’s external auditors, Ernst & Young LLP, in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States). Ernst & Young LLP has full and free access to management and the Audit Committee. Roy Gori President and Chief Executive Officer Philip Witherington Chief Financial Officer Toronto, Canada February 7, 2018 Appointed Actuary’s Report to the Shareholders I have valued the policy liabilities and reinsurance recoverables of Manulife Financial Corporation for its Consolidated Statements of Financial Position as at December 31, 2017 and 2016 and their change in the Consolidated Statements of Income for the years then ended in accordance with actuarial practice generally accepted in Canada, including selection of appropriate assumptions and methods. In my opinion, the amount of policy liabilities net of reinsurance recoverables makes appropriate provision for all policyholder obligations and the consolidated financial statements fairly present the results of the valuation. Steven Finch Appointed Actuary Toronto, Canada February 7, 2018 Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 105 Independent Auditors’ Report of Registered Public Accounting Firm To the Shareholders of Manulife Financial Corporation Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated financial statements of Manulife Financial Corporation, which comprise the Consolidated Statements of Financial Position as at December 31, 2017 and 2016, the Consolidated Statements of Income, Comprehensive Income, Changes in Equity and Cash Flows for the years then ended, and the related notes, comprising a summary of significant accounting policies and other explanatory information (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Manulife Financial Corporation as at December 31, 2017 and 2016, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. Report on Internal Control over Financial Reporting We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), Manulife Financial Corporation’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 7, 2018 expressed an unqualified opinion on the effectiveness of Manulife Financial Corporation’s internal control over financial reporting. Basis for Opinion Management’s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with Canadian generally accepted auditing standards and the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement, whether due to error or fraud. Those standards also require that we comply with ethical requirements, including independence. We are required to be independent with respect to Manulife Financial Corporation in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We are a public accounting firm registered with the PCAOB. An audit includes performing procedures to assess the risks of material misstatements of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures include obtaining and examining, on a test basis, audit evidence regarding the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to error or fraud. In making those risk assessments, we consider internal control relevant to Manulife Financial Corporation’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies and principles used and the reasonableness of accounting estimates made by management as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a reasonable basis for our audit opinion. We have served as Manulife Financial Corporation’s auditors since 1905. Chartered Professional Accountants Licensed Public Accountants Toronto, Canada February 7, 2018 106 Manulife Financial Corporation | 2017 Annual Report | Consolidated Financial Statements Independent Auditors’ Report of Registered Public Accounting Firm on Internal Control Under Standards of the Public Company Accounting Oversight Board (United States) To the Shareholders of Manulife Financial Corporation Opinion on Internal Control over Financial Reporting We have audited Manulife Financial Corporation’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Manulife Financial Corporation (the “Company”) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on the COSO criteria. We also have audited, in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Consolidated Statements of Financial Position as at December 31, 2017 and 2016, and the Consolidated Statements of Income, Comprehensive Income, Changes in Equity and Cash Flows for the years then ended of Manulife Financial Corporation, and our report dated February 7, 2018, expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in Management’s Report on Internal Control Over Financial Reporting contained in the Management’s Discussion and Analysis. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Chartered Professional Accountants Licensed Public Accountants Toronto, Canada February 7, 2018 Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 107 Consolidated Statements of Financial Position As at December 31, (Canadian $ in millions) Assets Cash and short-term securities Debt securities Public equities Mortgages Private placements Policy loans Loans to bank clients Real estate Other invested assets Total invested assets (note 4) Other assets Accrued investment income Outstanding premiums Derivatives (note 5) Reinsurance assets (note 8) Deferred tax assets (note 6) Goodwill and intangible assets (note 7) Miscellaneous Total other assets Segregated funds net assets (note 22) Total assets Liabilities and Equity Liabilities Insurance contract liabilities (note 8) Investment contract liabilities (note 9) Deposits from bank clients Derivatives (note 5) Deferred tax liabilities (note 6) Other liabilities Long-term debt (note 11) Capital instruments (note 12) Segregated funds net liabilities (note 22) Total liabilities Equity Preferred shares (note 13) Common shares (note 13) Contributed surplus Shareholders’ retained earnings Shareholders’ accumulated other comprehensive income (loss): Pension and other post-employment plans Available-for-sale securities Cash flow hedges Translation of foreign operations and real estate revaluation surplus Total shareholders’ equity Participating policyholders’ equity Non-controlling interests Total equity Total liabilities and equity The accompanying notes are an integral part of these Consolidated Financial Statements. 2017 2016 $ 15,965 174,000 21,545 44,742 32,132 5,808 1,737 13,810 24,483 $ 15,151 168,622 19,496 44,193 29,729 6,041 1,745 14,132 22,760 334,222 321,869 2,182 1,148 15,569 30,359 4,569 9,840 7,337 71,004 2,260 845 23,672 34,952 4,439 10,107 7,360 83,635 324,307 315,177 $ 729,533 $ 720,681 $ 304,605 3,126 18,131 7,822 1,281 14,926 349,891 4,785 8,387 324,307 687,370 3,577 22,989 277 10,083 (364) 179 (109) 4,381 41,013 221 929 42,163 $ 297,505 3,275 17,919 14,151 1,359 15,596 349,805 5,696 7,180 315,177 677,858 3,577 22,865 284 9,759 (417) (394) (232) 6,390 41,832 248 743 42,823 $ 729,533 $ 720,681 Roy Gori President and Chief Executive Officer Richard B. DeWolfe Chairman of the Board of Directors 108 Manulife Financial Corporation | 2017 Annual Report | Consolidated Financial Statements Consolidated Statements of Income For the years ended December 31, (Canadian $ in millions except per share amounts) Revenue Premium income Gross premiums Premiums ceded to reinsurers Net premiums Investment income (note 4) Investment income Realized and unrealized gains on assets supporting insurance and investment contract liabilities and on the macro hedge program Net investment income Other revenue Total revenue Contract benefits and expenses To contract holders and beneficiaries Gross claims and benefits (note 8) Change in insurance contract liabilities Change in investment contract liabilities Benefits and expenses ceded to reinsurers Change in reinsurance assets (note 8) Net benefits and claims General expenses Investment expenses (note 4) Commissions Interest expense Net premium taxes Total contract benefits and expenses Income before income taxes Income tax expense (note 6) Net income Net income (loss) attributed to: Non-controlling interests Participating policyholders Shareholders Net income attributed to shareholders Preferred share dividends Common shareholders’ net income Earnings per share Basic earnings per common share (note 13) Diluted earnings per common share (note 13) Dividends per common share The accompanying notes are an integral part of these Consolidated Financial Statements. 2017 2016 $ 36,361 (8,151) 28,210 $ 36,659 (9,027) 27,632 13,649 5,718 19,367 10,746 58,323 24,994 20,023 173 (8,158) 2,269 39,301 7,233 1,673 6,116 1,139 360 55,822 2,501 (239) 13,390 1,134 14,524 11,181 53,337 25,059 18,014 – (8,097) (842) 34,134 6,995 1,646 5,818 1,013 402 50,008 3,329 (196) $ 2,262 $ 3,133 $ 194 (36) 2,104 $ 143 61 2,929 $ 2,262 $ 3,133 2,104 (159) 2,929 (133) $ 1,945 $ 2,796 $ 0.98 0.98 0.82 $ 1.42 1.41 0.74 Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 109 Consolidated Statements of Comprehensive Income For the years ended December 31, (Canadian $ in millions) Net income Other comprehensive income (loss) (“OCI”), net of tax: Items that may be subsequently reclassified to net income: Foreign exchange gains (losses) on: Translation of foreign operations Net investment hedges Available-for-sale financial securities: Unrealized gains (losses) arising during the year Reclassification of net realized gains and impairments to net income Cash flow hedges: Unrealized gains arising during the year Reclassification of realized losses to net income Share of other comprehensive income of associates 2017 2016 $ 2,262 $ 3,133 (2,256) 227 601 (32) 110 13 1 (1,044) 2 (218) (523) 21 11 – Total items that may be subsequently reclassified to net income (1,336) (1,751) Items that will not be reclassified to net income: Change in pension and other post-employment plans Real estate revaluation reserve Total items that will not be reclassified to net income Other comprehensive loss, net of tax Total comprehensive income, net of tax Total comprehensive income (loss) attributed to: Non-controlling interests Participating policyholders Shareholders Income Taxes included in Other Comprehensive Income For the years ended December 31, (Canadian $ in millions) Income tax expense (recovery) on: Unrealized foreign exchange gains/losses on translation of foreign operations Unrealized foreign exchange gains/losses on net investment hedges Unrealized gains/losses on available-for-sale financial securities Reclassification of realized gains/losses and recoveries/impairments to net income on available-for-sale financial securities Unrealized gains/losses on cash flow hedges Reclassification of realized gains/losses to net income on cash flow hedges Change in pension and other post-employment plans Real estate revaluation reserve 53 30 83 104 – 104 (1,253) (1,647) $ 1,009 $ 1,486 $ 192 (27) 844 $ 141 61 1,284 2017 2016 $ (1) 48 284 7 49 3 37 9 $ 1 22 (15) (183) 15 6 57 – Total income tax expense (recovery) $ 436 $ (97) The accompanying notes are an integral part of these Consolidated Financial Statements. 110 Manulife Financial Corporation | 2017 Annual Report | Consolidated Financial Statements Consolidated Statements of Changes in Equity For the years ended December 31, (Canadian $ in millions) 2017 2016 Preferred shares Balance, beginning of year Issued (note 13) Issuance costs, net of tax Balance, end of year Common shares Balance, beginning of year Issued on exercise of stock options Balance, end of year Contributed surplus Balance, beginning of year Exercise of stock options and deferred share units Stock option expense Balance, end of year Shareholders’ retained earnings Balance, beginning of year Net income attributed to shareholders Preferred share dividends Common share dividends Balance, end of year Shareholders’ accumulated other comprehensive income (loss) (“AOCI”) Balance, beginning of year Change in unrealized foreign exchange gains (losses) of net foreign operations Change in actuarial gains (losses) on pension and other post-employment plans Change in unrealized gains (losses) on available-for-sale financial securities Change in unrealized gains (losses) on derivative instruments designated as cash flow hedges Change in real estate revaluation reserve Share of other comprehensive income of associates Balance, end of year Total shareholders’ equity, end of year Participating policyholders’ equity Balance, beginning of year Net income (loss) attributed to participating policyholders Other comprehensive income attributed to policyholders Balance, end of year Non-controlling interests Balance, beginning of year Net income attributed to non-controlling interests Other comprehensive loss attributed to non-controlling interests Contributions (distributions), net Balance, end of year Total equity, end of year The accompanying notes are an integral part of these Consolidated Financial Statements. $ 3,577 – – 3,577 22,865 124 22,989 284 (22) 15 277 9,759 2,104 (159) (1,621) 10,083 5,347 (2,029) 53 572 123 20 1 4,087 41,013 248 (36) 9 221 743 194 (2) (6) 929 $ 2,693 900 (16) 3,577 22,799 66 22,865 277 (12) 19 284 8,398 2,929 (133) (1,435) 9,759 6,992 (1,042) 104 (739) 32 – – 5,347 41,832 187 61 – 248 592 143 (2) 10 743 $ 42,163 $ 42,823 Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 111 Consolidated Statements of Cash Flows For the years ended December 31, (Canadian $ in millions) Operating activities Net income Adjustments: Increase in insurance contract liabilities Increase in investment contract liabilities (Increase) decrease in reinsurance assets Amortization of (premium) discount on invested assets Other amortization Net realized and unrealized (gains) losses and impairment on assets Deferred income tax recovery Stock option expense Cash provided by operating activities before undernoted items Changes in policy related and operating receivables and payables Cash provided by operating activities Investing activities Purchases and mortgage advances Disposals and repayments Change in investment broker net receivables and payables Net cash decrease from sale and purchase of subsidiaries and businesses Cash used in investing activities Financing activities Decrease in repurchase agreements and securities sold but not yet purchased Issue of long-term debt, net (note 11) Redemption of long-term debt (note 11) Issue of capital instruments, net (note 12) Redemption of capital instruments (note 12) Secured borrowing from securitization transactions Changes in deposits from Bank clients, net Shareholders’ dividends paid in cash Contributions from (distributions to) non-controlling interests, net Common shares issued, net (note 13) Preferred shares issued, net (note 13) Cash provided by financing activities Cash and short-term securities Increase (decrease) during the year Effect of foreign exchange rate changes on cash and short-term securities Balance, beginning of year Balance, December 31 Cash and short-term securities Beginning of year Gross cash and short-term securities Net payments in transit, included in other liabilities Net cash and short-term securities, January 1 End of year Gross cash and short-term securities Net payments in transit, included in other liabilities Net cash and short-term securities, December 31 Supplemental disclosures on cash flow information Interest received Interest paid Income taxes paid The accompanying notes are an integral part of these Consolidated Financial Statements. 2017 2016 $ 2,262 $ 3,133 20,023 173 2,269 230 560 (7,188) (331) 15 18,013 (222) 17,791 (87,224) 70,720 227 (10) (16,287) (29) – (607) 2,209 (899) 741 261 (1,780) (6) 124 – 14 1,518 (658) 14,238 15,098 15,151 (913) 14,238 15,965 (867) 18,014 – (842) 78 693 (2,804) (235) 19 18,056 (1,039) 17,017 (104,059) 82,001 (186) (495) (22,739) (23) 3,899 (158) 479 (949) 847 (157) (1,593) 10 66 884 3,305 (2,417) (347) 17,002 14,238 17,885 (883) 17,002 15,151 (913) $ 15,098 $ 14,238 $ 10,596 1,118 1,360 $ 10,550 983 841 112 Manulife Financial Corporation | 2017 Annual Report | Consolidated Financial Statements Notes to Consolidated Financial Statements Page Number Note 114 121 123 124 131 137 139 141 149 150 157 158 158 160 161 163 167 169 171 173 173 175 176 182 Income Taxes Invested Assets and Investment Income Insurance Contract Liabilities and Reinsurance Assets Investment Contract Liabilities Note 1 Nature of Operations and Significant Accounting Policies Note 2 Accounting and Reporting Changes Note 3 Acquisition and Distribution Agreements Note 4 Note 5 Derivative and Hedging Instruments Note 6 Note 7 Goodwill and Intangible Assets Note 8 Note 9 Note 10 Risk Management Note 11 Long-Term Debt Note 12 Capital Instruments Note 13 Share Capital and Earnings Per Share Note 14 Capital Management Note 15 Stock-Based Compensation Note 16 Employee Future Benefits Note 17 Interests in Structured Entities Note 18 Commitments and Contingencies Note 19 Segmented Information Note 20 Related Parties Note 21 Subsidiaries Note 22 Segregated Funds Note 23 Information Provided in Connection with Investments in Deferred Annuity Contracts and SignatureNotes Issued or Assumed by John Hancock Life Insurance Company (U.S.A.) Note 24 Comparatives Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 113 Notes to Consolidated Financial Statements (Canadian $ in millions except per share amounts or unless otherwise stated) Note 1 Nature of Operations and Significant Accounting Policies (a) Reporting entity Manulife Financial Corporation (“MFC”) is a publicly traded company and the holding company of The Manufacturers Life Insurance Company (“MLI”), a Canadian life insurance company. MFC and its subsidiaries (collectively, “Manulife” or the “Company”) is a leading financial services group with principal operations in Asia, Canada and the United States. Manulife’s international network of employees, agents and distribution partners offers financial protection and wealth management products and services to personal and business clients as well as asset management services to institutional customers. The Company operates as Manulife in Canada and Asia and as John Hancock in the United States. MFC is domiciled in Canada and incorporated under the Insurance Companies Act (Canada) (“ICA”). These Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These Consolidated Financial Statements should be read in conjunction with “Risk Management” in the 2017 Management’s Discussion and Analysis (“MD&A”) dealing with IFRS 7 “Financial Instruments: Disclosures” as the discussion on market risk and liquidity risk includes certain disclosures that are considered an integral part of these Consolidated Financial Statements. These Consolidated Financial Statements as at and for the year ended December 31, 2017 were authorized for issue by MFC’s Board of Directors on February 7, 2018. (b) Basis of preparation The preparation of Consolidated Financial Statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities as at the date of the Consolidated Financial Statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results may differ from these estimates. The most significant estimation processes relate to assumptions used in measuring insurance and investment contract liabilities, assessing assets for impairment, determining of pension and other post-employment benefit obligation and expense assumptions, determining income taxes and uncertain tax positions and fair valuation of certain invested assets. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimates are revised and in any future years affected. Although some variability is inherent in these estimates, management believes that the amounts recorded are appropriate. The significant accounting policies used and the most significant judgments made by management in applying these accounting policies in the preparation of these Consolidated Financial Statements are summarized below. (c) Fair value measurement Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction (not a forced liquidation or distress sale) between market participants at the measurement date, that is, an exit value. When available, quoted market prices are used to determine fair value. If quoted market prices are not available, fair value is typically based upon alternative valuation techniques such as discounted cash flows, matrix pricing, consensus pricing services and other techniques. Broker quotes are generally used when external public vendor prices are not available. The Company has a process in place that includes a review of price movements relative to the market, a comparison of prices between vendors, and a comparison to internal matrix pricing which uses predominately external observable data. Judgment is applied in adjusting external observable data for items including liquidity and credit factors. The Company categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Company’s valuation techniques. A level is assigned to each fair value measurement based on the lowest level input significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are defined as follows: Level 1 – Fair value measurements that reflect unadjusted, quoted prices in active markets for identical assets and liabilities that the Company has the ability to access at the measurement date reflecting market transactions. Level 2 – Fair value measurements using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in inactive markets, inputs that are observable that are not prices (such as interest rates, credit risks, etc.) and inputs that are derived from or corroborated by observable market data. Most debt securities are classified within Level 2. Also, included in the Level 2 category are derivative instruments that are priced using models with observable market inputs, including interest rate swaps, equity swaps, and foreign currency forward contracts. Level 3 – Fair value measurements using significant non-market observable inputs. These include valuations for assets and liabilities that are derived using data, some or all of which is not market observable, including assumptions about risk. Level 3 securities include less liquid securities such as structured asset-backed securities, commercial mortgage-backed securities (“CMBS”), certain long-duration bonds and other securities that have little or no price transparency. Embedded and complex derivative financial instruments as well as real estate classified as investment property are also included in Level 3. 114 Manulife Financial Corporation 2017 Annual Report Notes to Consolidated Financial Statements (d) Basis of consolidation MFC consolidates the financial statements of all entities, including certain structured entities that it controls. Subsidiaries are entities controlled by the Company. The Company has control over an entity when the Company has the power to govern the financial and operating policies of the entity, is exposed to variable returns from its activities which are significant in relation to the total variable returns of the entity and the Company is able to use its power over the entity to affect its share of variable returns. In assessing control, significant judgment is applied while considering all relevant facts and circumstances. When assessing decision-making power, the Company considers the extent of its rights relative to the management of an entity, the level of voting rights held in an entity which are potentially or presently exercisable, the existence of any contractual management agreements which may provide the Company with power over an entity’s financial and operating policies and to the extent of other parties’ ownership in an entity, if any, the possibility for de facto control being present. When assessing returns, the Company considers the significance of direct and indirect financial and non-financial variable returns to the Company from an entity’s activities in addition to the proportionate significance of such returns. The Company also considers the degree to which its interests are aligned with those of other parties investing in an entity and the degree to which it may act in its own interest. The financial statements of subsidiaries are included in the MFC’s consolidated results from the date control is established and are excluded from consolidation from the date control ceases. The initial control assessment is performed at inception of the Company’s involvement with the entity and is reconsidered at a later date if the Company acquires or loses power over key operating and financial policies of the entity; acquires additional interests or disposes of interests in the entity; the contractual arrangements of the entity are amended such that the Company’s proportionate exposure to variable returns changes; or if the Company’s ability to use its power to affect its variable returns from the entity changes. The Company’s Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and events in similar circumstances. Intercompany balances, and income and expenses arising from intercompany transactions, have been eliminated in preparing the Consolidated Financial Statements. Non-controlling interests are interests of other parties in the equity of MFC’s subsidiaries and are presented within total equity, separate from the equity of MFC’s shareholders. Non-controlling interests in the net income and other comprehensive income (“OCI”) of MFC’s subsidiaries are included in total net income and total OCI, respectively. An exception to this occurs where the subsidiary’s shares are required to be redeemed for cash on a fixed or determinable date, in which case other parties’ interests in the subsidiary’s capital are presented as liabilities of the Company and other parties’ non-controlling interests in the subsidiary’s income and OCI are recorded as expenses of the Company. The equity method of accounting is used to account for entities over which the Company has significant influence (“associates”), whereby the Company records its share of the associate’s net assets and financial results using uniform accounting policies for similar transactions and events. Significant judgment is used to determine whether voting rights, contractual management and other relationships with the entity, if any, provide the Company with significant influence over the entity. Gains and losses on the sale of associates are included in income when realized, while impairment losses are recognized immediately when there is objective evidence of impairment. Gains and losses on commercial transactions with associates are eliminated to the extent of the Company’s interest in the associate. Investments in associates are included in other invested assets on the Company’s Consolidated Statements of Financial Position. (e) Invested assets Invested assets that are considered financial instruments are classified as fair value through profit or loss (“FVTPL”), loans and receivables, or as available-for-sale (“AFS”) financial assets. The Company determines the classification of its financial assets at initial recognition. Invested assets are recognized initially at fair value plus, in the case of investments not at FVTPL, directly attributable transaction costs. Invested assets are classified as financial instruments at FVTPL if they are held for trading, if they are designated by management under the fair value option, or if they are designated by management when they include one or more embedded derivatives. Invested assets classified as AFS are non-derivative financial assets that do not fall into any of the other categories described above. Valuation methods for the Company’s invested assets are described above. All fair value valuations are performed in accordance with IFRS 13 “Fair Value Measurement”. Disclosure of financial instruments carried at fair value with the three levels of the fair value hierarchy and the disclosure of the fair value for financial instruments not carried at fair value on the Consolidated Statements of Financial Position are presented in note 4. Fair value valuations are performed by the Company and by third-party service providers. When third-party service providers are engaged, the Company performs a variety of procedures to corroborate pricing information. These procedures may include, but are not limited to, inquiry and review of valuation techniques, inputs to the valuation and vendor controls reports. Cash and short-term securities comprise cash, current operating accounts, overnight bank and term deposits, and fixed income securities held for the purpose of meeting short-term cash commitments. Short-term securities are carried at fair value. Short-term securities are comprised of investments due to mature within one year of the date of purchase. Commercial paper and discount notes are classified as Level 2 because these securities are typically not actively traded. Net payments in transit and overdraft bank balances are included in other liabilities. Debt securities are carried at fair value. Debt securities are generally valued by independent pricing vendors using proprietary pricing models incorporating current market inputs for similar instruments with comparable terms and credit quality (matrix pricing). The Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 115 significant inputs include, but are not limited to, yield curves, credit risks and spreads, measures of volatility and prepayment rates. These debt securities are classified as Level 2, but can be Level 3 if the significant inputs are market unobservable. Realized gains and losses on sale of debt securities and unrealized gains and losses on debt securities designated as FVTPL are recognized in investment income immediately. Unrealized gains and losses on AFS debt securities are recorded in OCI, with the exception of unrealized gains and losses on foreign currency translation which are included in income. Impairment losses on AFS debt securities are recognized in income on an individual security basis when there is objective evidence of impairment. Impairment is considered to have occurred, based on management’s judgment, when it is deemed probable that the Company will not be able to collect all amounts due according to the debt security’s contractual terms. Equities are comprised of common and preferred equities and are carried at fair value. Equities are generally classified as Level 1, as fair values are normally based on quoted market prices. Realized gains and losses on sale of equities and unrealized gains and losses on equities designated as FVTPL are recognized in investment income immediately. Unrealized gains and losses on AFS equities are recorded in OCI. Impairment losses on AFS equities are recognized in income on an individual security basis when there is objective evidence of impairment. Impairment is considered to have occurred when fair value has declined below cost by significant amounts or for prolonged periods of time. Judgment is applied in determining whether the decline is significant or prolonged. Mortgages are carried at amortized cost, and are classified as Level 3 for fair value purposes due to the lack of market observability of certain significant valuation inputs. Realized gains and losses are recorded in investment income immediately. Impairment losses are recorded on mortgages when there is no longer reasonable assurance as to the timely collection of the full amount of principal and interest and are measured based on the discounted value of expected future cash flows at the original effective interest rates inherent in the mortgage. Expected future cash flows of impaired mortgages are typically determined in reference to the fair value of collateral security underlying the mortgage, net of expected costs of realization and any applicable insurance recoveries. Significant judgment is applied in the determination of impairment including the timing and amount of future collections. The Company accounts for insured and uninsured mortgage securitizations as secured financing transactions since the criteria for sale accounting are not met. For these transactions, the Company continues to recognize the mortgages and records a liability in other liabilities for the amounts owed at maturity. Interest income from these mortgages and interest expense on the borrowings are recorded using the effective interest rate method. Private placements, which include corporate loans for which there is no active market, are carried at amortized cost and are generally classified as Level 2 for fair value disclosure purposes, but can be classified as Level 3 if significant inputs are market unobservable. Realized gains and losses are recorded in income immediately. Impairment losses are recorded on private placements when there is no longer assurance as to the timely collection of the full amount of principal and interest. Impairment is measured based on the discounted value of expected future cash flows at the original effective interest rate inherent in the loan. Significant judgment is applied in the determination of impairment including the timing and amount of future collections. Policy loans are carried at an amount equal to their unpaid balances and are classified as Level 2 for fair value disclosure purposes. Policy loans are fully collateralized by the cash surrender value of the underlying policies. Loans to Manulife Bank of Canada (“Manulife Bank” or “Bank”) clients are carried at unpaid principal balances less allowance for credit losses, if any, and are classified as Level 2 for fair value disclosure purposes. A loan to a Bank client is considered impaired when there is objective evidence of impairment as a result of one or more loss events that have occurred after initial recognition, with a negative impact on the estimated future cash flows of the loan. Once established, allowances for impairment of mortgages, private placements and loans to Bank clients are reversed only if the conditions that caused the impairment no longer exist. Reversals of impairment charges on AFS debt securities are only recognized in income to the extent that increases in fair value can be attributed to events subsequent to the impairment loss being recorded. Impairment losses for AFS equity instruments are not reversed through income. On disposition of an impaired asset, any allowance for impairment is released. In addition to impairments and provisions for loan losses (recoveries) reported in investment income, the measurement of insurance contract liabilities via investment return assumptions, includes expected future credit losses on fixed income investments. Refer to note 8(d). Interest income is recognized on debt securities, mortgages, private placements, policy loans and loans to Bank clients as it accrues and is calculated using the effective interest rate method. Premiums, discounts and transaction costs are amortized over the life of the underlying investment using the effective yield method for all debt securities as well as mortgages and private placements measured at amortized cost. The Company records purchases and sales of invested assets on a trade date basis, except for loans originated by the Company, which are recognized on a settlement date basis. Real estate consists of both own use and investment property. Own use property is carried at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is calculated based on the cost of an asset less its residual value and is recognized in income on a straight-line basis over the estimated useful life ranging from 30 to 60 years. Impairment losses are recorded in income to the extent the recoverable amount is less than the carrying amount. Where own use property is included in assets backing insurance contract liabilities, the fair value of the property is used in the valuation of insurance contract liabilities. Own use property is classified as Level 3 for fair value disclosure purposes. 116 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements An investment property is a property held to earn rental income, for capital appreciation, or both. Investment properties are measured at fair value, with changes in fair value recognized in income. Fair value is determined using external appraisals that are based on the highest and best use of the property. The valuation techniques used include discounted cash flows, the direct capitalization method as well as comparable sales analysis and include both observable and unobservable inputs. Inputs include existing and assumed tenancies, market data from recent comparable transactions, future economic outlook and market risk assumptions, capitalization rates and internal rates of return. Investment properties are classified as Level 3 for fair value disclosure purposes. When a property changes from own use to investment property, any gain arising on the remeasurement of the property to fair value at the date of transfer is recognized in OCI, to the extent that it is not reversing a previous impairment loss. Reversals of impairment losses are recognized in income. Other invested assets include private equity and property investments held in power and infrastructure and timber, as well as in agriculture and oil and gas sectors. Private equity investments are accounted for as associates using the equity method (as described in note 1(d) above) or are classified as FVTPL or AFS and carried at fair value. Investments in oil and gas exploration and evaluation activities are measured on the cost basis using the “successful efforts” method. Timber and agriculture properties are measured at fair value with changes in fair value recognized in income, with the exception of buildings, equipment and bearer plants which are measured at amortized cost. The fair value of other invested assets is determined using a variety of valuation techniques as described in note 4. Other invested assets that are measured or disclosed at fair value are classified as Level 3. Other invested assets also include investments in leveraged leases, which are accounted for using the equity method. The carrying value under the equity method reflects the amortized cost of the lease receivable and related non-recourse debt using the effective yield method. (f) Goodwill and intangible assets Goodwill represents the difference between the purchase consideration of an acquired business and the Company’s proportionate share of the net identifiable assets acquired. It is initially recorded at cost and subsequently measured at cost less any accumulated impairment. Goodwill is tested for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable at the cash generating unit (“CGU”) or group of CGUs level. The Company allocates goodwill to CGUs or groups of CGUs for the purpose of impairment testing based on the lowest level within the entity in which the goodwill is monitored for internal management purposes. The allocation is made to those CGUs or groups of CGUs that are expected to benefit from the business combination in which the goodwill arose. Any potential impairment of goodwill is identified by comparing the recoverable amount of a CGU or group of CGUs to its carrying value. Goodwill is reduced by the amount of deficiency, if any. If the deficiency exceeds the carrying amount of goodwill, the carrying values of the remaining assets in the CGU or group of CGUs are subject to being reduced by the excess on a pro-rata basis. The recoverable amount of a CGU is the higher of the estimated fair value less costs to sell or the value-in-use of the CGU. In assessing value-in-use, estimated future cash flows are discounted using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In some cases, the most recent detailed calculation made in a prior period of the recoverable amount of a CGU is used in the testing of impairment of goodwill in the current period. This is the case only if there are no significant changes to the CGU, the likelihood of impairment is remote based on the analysis of current events and circumstances, and the most recent recoverable amount substantially exceeds the carrying amount of the CGU. Intangible assets with indefinite useful lives include the John Hancock brand name and certain investment management contracts. The indefinite useful life assessment for brand is based on the brand name being protected in markets where branded products are sold by trademarks, which are renewable indefinitely, and for certain investment management contracts due to the ability to renew these contracts indefinitely. In addition, there are no legal, regulatory or contractual provisions that limit the useful lives of these intangible assets. An intangible asset with an indefinite useful life is not amortized but is subject to an annual impairment test which is performed more frequently if there is an indication that it is not recoverable. Intangible assets with finite useful lives include acquired distribution networks, customer relationships, capitalized software, certain investment management contracts and other contractual rights. Distribution networks, customer relationships, and other finite life intangible assets are amortized over their estimated useful lives, six to 68 years, either based on straight-line or in relation to other asset consumption metrics. Software intangible assets are amortized on a straight-line basis over their estimated useful lives of three to five years. Finite life intangible assets are assessed for indicators of impairment at each reporting period. If any indication of impairment exists, these assets are subject to an impairment test. (g) Miscellaneous assets Miscellaneous assets include assets held in a rabbi trust with respect to unfunded defined benefit obligations, defined benefit assets, if any (refer to note 1(o)), deferred acquisition costs and capital assets. Deferred acquisition costs are carried at cost less accumulated amortization. These costs are recognized over the period where redemption fees may be charged or over the period revenue is earned. Capital assets are carried at cost less accumulated amortization computed on a straight-line basis over their estimated useful lives, which vary from two to 10 years. (h) Segregated funds The Company manages a number of segregated funds on behalf of policyholders. The investment returns on these funds are passed directly to policyholders. In some cases, the Company has provided guarantees associated with these funds. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 117 Segregated funds net assets are measured at fair value and primarily include investments in mutual funds, debt securities, equities, real estate, short-term investments and cash and cash equivalents. With respect to the consolidation requirement of IFRS, in assessing the Company’s degree of control over the underlying investments, the Company considers the scope of its decision-making rights, the rights held by other parties, its remuneration as an investment manager and its exposure to variability of returns. The Company has determined that it does not have control over the underlying investments as it acts as an agent on behalf of segregated fund policyholders. The methodology applied to determine the fair value of investments held in segregated funds is consistent with that applied to invested assets held by the general fund, as described above in note 1(e). Segregated funds liabilities are measured based on the value of the segregated funds net assets. Investment returns on segregated funds assets belong to policyholders and the Company does not bear the risk associated with these assets outside of guarantees offered on certain variable life and annuity products, for which the underlying investments are held within segregated funds. Accordingly, investment income earned by segregated funds and expenses incurred by segregated funds are offset and are not separately presented in the Consolidated Statements of Income. Fee income earned by the Company for managing the segregated funds is included in other revenue. Refer to note 22. Liabilities related to guarantees associated with certain segregated funds, as a result of certain variable life and annuity contracts, are recorded within the Company’s insurance contract liabilities. The Company holds assets supporting these guarantees which are recognized in invested assets according to their investment type. (i) Insurance and investment contract liabilities Most contracts issued by the Company are considered insurance, investment or service contracts. Contracts under which the Company accepts significant insurance risk from a policyholder are classified as insurance contracts in the Consolidated Financial Statements. A contract is considered to have significant insurance risk if, and only if, an insured event could cause an insurer to make significant additional payments in any scenario, excluding scenarios that lack commercial substance at the inception of the contract. Contracts under which the Company does not accept significant insurance risk are either classified as investment contracts or considered service contracts and are accounted for in accordance with IAS 39 “Financial Instruments: Recognition and Measurement” or IAS 18 “Revenue”, respectively. Once a contract has been classified as an insurance contract it remains an insurance contract even if the insurance risk reduces significantly. Investment contracts can be reclassified as insurance contracts if insurance risk subsequently becomes significant. Insurance contract liabilities, net of reinsurance assets, represent the amount which, together with estimated future premiums and net investment income, will be sufficient to pay estimated future benefits, policyholder dividends and refunds, taxes (other than income taxes) and expenses on policies in-force. Insurance contract liabilities are presented gross of reinsurance assets on the Consolidated Statements of Financial Position. The Company’s Appointed Actuary is responsible for determining the amount of insurance contract liabilities in accordance with standards established by the Canadian Institute of Actuaries. Insurance contract liabilities, net of reinsurance assets, have been determined using the Canadian Asset Liability Method (“CALM”) as permitted by IFRS 4 “Insurance Contracts”. Refer to note 8. Investment contract liabilities include contracts issued to retail and institutional investors that do not contain significant insurance risk. Investment contract liabilities and deposits are measured at amortized cost or at fair value by election. The election reduces accounting mismatches between assets supporting these contracts and the related policy liabilities. Investment contract liabilities are derecognized when the contract expires, is discharged or is cancelled. Derivatives embedded within insurance contracts are separated if they are not considered to be closely related to the host insurance contract and do not meet the definition of an insurance contract. These embedded derivatives are presented separately in other assets or other liabilities and are measured at fair value with changes in fair value recognized in income. (j) Reinsurance assets The Company uses reinsurance in the normal course of business to manage its risk exposure. Insurance ceded to a reinsurer does not relieve the Company from its obligations to policyholders. The Company remains liable to its policyholders for the portion reinsured to the extent that any reinsurer does not meet its obligations for reinsurance ceded to it under a reinsurance agreement. Reinsurance assets represent the benefit derived from reinsurance agreements in-force at the reporting date, taking into account the financial condition of the reinsurer. Amounts recoverable from reinsurers are estimated in accordance with the terms of the relevant reinsurance contract. Gains or losses on reinsurance transactions are recognized in income immediately on the transaction date and are not amortized. Premiums ceded and claims reimbursed are presented on a gross basis on the Consolidated Statements of Income. Reinsurance assets are not offset against the related insurance contract liabilities and are presented separately on the Consolidated Statements of Financial Position. Refer to note 8(a). (k) Other financial instruments accounted for as liabilities The Company issues a variety of other financial instruments classified as liabilities, including notes payable, term notes, senior notes, senior debentures, subordinated notes, surplus notes, subscription receipts and preferred shares. These financial liabilities are measured at amortized cost, with issuance costs deferred and amortized using the effective interest rate method. 118 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (l) Income taxes The provision for income taxes is calculated based on income tax laws and income tax rates substantively enacted as at the date of the Consolidated Statements of Financial Position. The income tax provision is comprised of current income taxes and deferred income taxes. Current and deferred income taxes relating to items recognized in OCI and directly in equity are similarly recognized in OCI and directly in equity, respectively. Current income taxes are amounts expected to be payable or recoverable as a result of operations in the current year and any adjustments to taxes payable in respect of previous years. Deferred income taxes are provided for using the liability method and result from temporary differences between the carrying values of assets and liabilities and their respective tax bases. Deferred income taxes are measured at the substantively enacted tax rates that are expected to be applied to temporary differences when they reverse. A deferred tax asset is recognized to the extent that future realization of the tax benefit is probable. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets and they relate to income taxes levied by the same tax authority on the same taxable entity. Deferred tax liabilities are recognized for all taxable temporary differences, except in respect of taxable temporary differences associated with investments in subsidiaries and associates, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. The Company records provisions for uncertain tax positions if it is probable that the Company will make a payment on tax positions as a result of examinations by tax authorities. These provisions are measured at the Company’s best estimate of the amount expected to be paid. Provisions are reversed to income in the period in which management assesses they are no longer required or determined by statute. The Company is subject to income tax laws in various jurisdictions. Tax laws are complex and potentially subject to different interpretations by the taxpayer and the relevant tax authority. The provision for income taxes and deferred income taxes represents management’s interpretation of the relevant tax laws and its estimate of current and future income tax implications of the transactions and events during the year. The Company may be required to change its provision for income taxes or deferred income tax balances when the ultimate deductibility of certain items is successfully challenged by taxing authorities, or if estimates used in determining the amount of deferred tax asset to recognize change significantly, or when receipt of new information indicates the need for adjustment in the amount of deferred income taxes to be recognized. Additionally, future events, such as changes in tax laws, tax regulations, or interpretations of such laws or regulations, could have an impact on the provision for income taxes, deferred tax balances and the effective tax rate. Any such changes could materially affect the amounts reported in the Consolidated Financial Statements in the period these changes occur. (m) Foreign currency translation Items included in the financial statements of each of the Company’s subsidiaries are measured by each subsidiary using the currency of the primary economic environment in which the entity operates (the “functional currency”). Transactions in a foreign currency are translated to the functional currency at the exchange rate prevailing at the date of the transaction. Assets and liabilities denominated in foreign currencies are translated to the functional currency at the exchange rate in effect at the reporting date. Revenue and expenses denominated in foreign currencies are translated at the average exchange rate prevailing during the quarter reported. Exchange gains and losses are recognized in income with the exception of translation of net investments in foreign operations and the results of hedging these positions. These foreign exchange gains and losses are recognized in OCI until such time that the foreign operation is disposed of or control or significant influence over it is lost. (n) Stock-based compensation The Company provides stock-based compensation to certain employees and directors as described in note 15. Compensation expense of equity instruments is accrued based on the best estimate of the number of instruments expected to vest, with revisions made to that estimate if subsequent information indicates that actual forfeitures are likely to differ from initial estimates, unless forfeitures are due to market-based conditions. Stock options are expensed with a corresponding increase in contributed surplus. Restricted share units and deferred share units are expensed with a corresponding liability accrued based on the market value of MFC’s common shares at the end of each quarter. Performance share units are expensed with a corresponding liability accrued based on specific performance conditions and the market value of MFC’s common shares at the end of each quarter. The change in the value of the awards resulting from changes in the market value of MFC’s common shares or changes in the specific performance conditions and credited dividends is recognized in income, offset by the impact of total return swaps used to manage the variability of the related liability. Stock-based compensation cost is recognized over the applicable vesting period, except if the employee is eligible to retire at the time of grant or will be eligible to retire during the vesting period. Compensation cost, attributable to stock options, restricted share units, and performance share units granted to employees who are eligible to retire on the grant date or who will become eligible to retire during the vesting period, is recognized at the grant date or over the period from the grant date to the date of retirement eligibility, respectively. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 119 The Company’s contributions to the Global Share Ownership Plan (“GSOP”) (refer to note 15(d)), are expensed as incurred. Under the GSOP, subject to certain conditions, the Company will match a percentage of an employee’s eligible contributions to certain maximums. All contributions are used by the plan’s trustee to purchase MFC common shares in the open market. (o) Employee future benefits The Company maintains defined contribution and defined benefit pension plans and other post-employment plans for employees and agents including registered (tax qualified) pension plans that are typically funded as well as supplemental non-registered (non-qualified) pension plans for executives, retiree welfare plans and disability welfare plans that are typically not funded. The Company’s obligation in respect of defined benefit pension and other post-employment benefits is calculated for each plan as the estimated present value of future benefits that eligible employees have earned in return for their service up to the reporting date using the projected benefit method. The discount rate used is based on the yield, as at the reporting date, of high quality corporate debt securities that have approximately the same term as the obligations and that are denominated in the same currency in which the benefits are expected to be paid. To determine the Company’s net defined benefit asset or liability, the fair value of plan assets is deducted from the defined benefit obligations. When this calculation results in a surplus, the asset that can be recognized is limited to the present value of future economic benefit available in the form of future refunds from the plan or reductions in future contributions to the plan (the asset limit). Defined benefit assets are included in other assets and defined benefit liabilities are included in other liabilities. Changes in the net defined benefit asset or liability due to re-measurement of pension and retiree welfare plans are recorded in OCI in the period in which they occur and are not reclassified to income in subsequent periods. They consist of actuarial gains and losses, the impact of the asset limit, if any, and the return on plan assets, excluding amounts included in net interest income or expense. Changes in the net defined benefit asset or liability due to re-measurement of disability welfare plans are recorded in income in the period in which they occur. The cost of defined benefit pension plans is recognized over the employee’s years of service to retirement while the cost of retiree welfare plans is recognized over the employee’s years of service to their date of full eligibility. The net benefit cost for the year is recorded in income and is calculated as the sum of the service cost in respect of the fiscal year, the net interest income or expense and any applicable administration expenses, plus past service costs or credits resulting from plan amendments or curtailments. The net interest income or expense is determined by applying the discount rate to the net defined benefit asset or liability. The current year cost of disability welfare plans is the year-over-year change in the defined benefit obligation, including any actuarial gains or losses. The cost of defined contribution plans is the contribution provided by the Company and is recorded in income in the periods during which services are rendered by employees. (p) Derivative and hedging instruments The Company uses derivative financial instruments (“derivatives”) including swaps, forward and futures agreements, and options to manage current and anticipated exposures to changes in interest rates, foreign exchange rates, commodity prices and equity market prices, and to replicate permissible investments. Derivatives embedded in other financial instruments (“host instruments”) are separately recorded as derivatives when their economic characteristics and risks are not closely related to those of the host instrument, the terms of the embedded derivative are the same as those of a standalone derivative and the host instrument itself is not recorded at FVTPL. Derivatives are recorded at fair value. Derivatives with unrealized gains are reported as derivative assets and derivatives with unrealized losses are reported as derivative liabilities. A determination is made for each derivative as to whether to apply hedge accounting. Where hedge accounting is not applied, changes in the fair value of derivatives are recorded in investment income. Refer to note 4(c). Where the Company has elected to apply hedge accounting, a hedging relationship is designated and documented at inception. Hedge effectiveness is evaluated at inception and throughout the term of the hedge and hedge accounting is only applied when the Company expects that the hedging relationship will be highly effective in achieving offsetting changes in fair value or changes in cash flows attributable to the risk being hedged. The assessment of hedge effectiveness is performed at the end of each reporting period both prospectively and retrospectively. When it is determined that a hedging relationship is no longer effective, or the hedging instrument or the hedged item has been sold or terminated, the Company discontinues hedge accounting prospectively. In such cases, if the derivatives are not sold or terminated, any subsequent changes in fair value of the derivatives are recognized in investment income. For derivatives that are designated as hedging instruments, changes in fair value are recognized according to the nature of the risks being hedged, as discussed below. In a fair value hedging relationship, changes in fair value of the hedging instruments are recorded in investment income, offsetting changes in fair value of the hedged items, which would otherwise not be carried at fair value. Hedge ineffectiveness is recognized in investment income and arises from differences between changes in the fair values of hedging instruments and hedged items. When hedge accounting is discontinued, the carrying value of the hedged item is no longer adjusted and the cumulative fair value adjustments are amortized to investment income over the remaining term of the hedged item unless the hedged item is sold, at which time the balance is recognized immediately in investment income. 120 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements In a cash flow hedging relationship, the effective portion of the change in the fair value of the hedging instrument is recorded in OCI while the ineffective portion is recognized in investment income. Gains and losses in accumulated other comprehensive income (“AOCI”) are recognized in income during the same periods as the variability in the hedged cash flows or the hedged forecasted transactions are recognized in income. The reclassifications from accumulated other comprehensive income (“AOCI”) are made to investment income, with the exception of total return swaps that hedge restricted share units, which are reclassified to general expenses. Gains and losses on cash flow hedges in AOCI are reclassified immediately to investment income when the hedged item is sold or the forecasted transaction is no longer expected to occur. When a hedge is discontinued, but the hedged forecasted transaction remains highly probable to occur, the amounts in AOCI are reclassified to investment income in the periods during which variability in the cash flows hedged or the hedged forecasted transaction is recognized in income. In a net investment in foreign operations hedging relationship, the gains and losses relating to the effective portion of the hedge are recorded in OCI. Gains and losses in AOCI are recognized in income during the periods when gains or losses on the underlying hedged net investment in foreign operations are recognized in income. (q) Premium income and related expenses Gross premiums for all types of insurance contracts, and contracts with limited mortality or morbidity risk, are generally recognized as revenue when due. Premiums are reported gross of reinsurance ceded (refer to note 8). Revenue on service contracts is recognized as services are rendered. Note 2 Accounting and Reporting Changes (a) Changes in accounting policy (I) Annual improvements to IFRS Standards 2014 – 2016 Cycle Effective January 1, 2017, the Company adopted certain amendments issued within the Annual Improvements to IFRS Standards 2014-2016 Cycle, as issued by the IASB in December 2016. There are various minor amendments which are effective in 2017, with other amendments being effective January 1, 2018. The currently effective amendments were applied retrospectively. Adoption of these amendments did not have a significant impact on the Company’s Consolidated Financial Statements. (II) Amendments to IAS 12 “Income Taxes” Effective January 1, 2017, the Company adopted the amendments issued in January 2016 to IAS 12 “Income Taxes”. These amendments were applied retrospectively. The amendments clarify recognition of deferred tax assets relating to unrealized losses on debt instruments measured at fair value. A deductible temporary difference arises when the carrying amount of the debt instrument measured at fair value is less than the cost for tax purposes, irrespective of whether the debt instrument is held for sale or held to maturity. The recognition of the deferred tax asset that arises from this deductible temporary difference is considered in combination with other deferred taxes applying local tax law restrictions where applicable. In addition, when estimating future taxable profits, consideration can be given to recovering more than the asset’s carrying amount where probable. Adoption of these amendments did not have a significant impact on the Company’s Consolidated Financial Statements. (III) Amendments to IAS 7 “Statement of Cash Flows” Effective January 1, 2017, the Company adopted the amendments issued in January 2016 to IAS 7 “Statement of Cash Flows”. These amendments were applied prospectively. These amendments require companies to provide information about changes in their financing liabilities. Adoption of these amendments did not have a significant impact on the Company’s Consolidated Financial Statements. (b) Future accounting and reporting changes (I) IFRS 15 “Revenue from Contracts with Customers” IFRS 15 “Revenue from Contracts with Customers” was issued in May 2014, and replaces IAS 11 “Construction Contracts” IAS 18 “Revenue” and several interpretations. Amendments to IFRS 15 were issued in April 2016. IFRS 15 as amended is effective for annual periods beginning on or after January 1, 2018. The Company will adopt IFRS 15 effective January 1, 2018, using the modified retrospective method with no restatement of comparative information. IFRS 15 clarifies revenue recognition principles, provides a robust framework for recognizing revenue and cash flows arising from contracts with customers and enhances qualitative and quantitative disclosure requirements. IFRS 15 does not apply to insurance contracts, financial instruments and lease contracts. The Company’s service arrangements are generally satisfied over time, with revenue measured and collected from customers within a short term, as services are rendered. Adoption of IFRS 15 is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (II) IFRS Interpretation Committee (“IFRIC”) Interpretation 22 “Foreign Currency Transactions and Advance Consideration” IFRIC 22 “Foreign Currency Transactions and Advance Consideration” was issued in December 2016 and is effective for annual periods beginning on or after January 1, 2018 and may be applied retrospectively or prospectively. IFRIC 22 addresses which foreign Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 121 exchange rate to use to measure a foreign currency transaction when advance payments are made or received and non-monetary assets or liabilities are recognized prior to recognition of the underlying transaction. IFRIC 22 does not relate to goods or services accounted for at fair value or at the fair value of consideration paid or received at a date other than the date of initial recognition of the non-monetary asset or liability, or to income taxes, insurance contracts or reinsurance contracts. The foreign exchange rate on the day of the advance payment is used to measure the foreign currency transaction. If multiple advance payments are made or received, each payment is measured separately. The Company is assessing the impact of this standard. Adoption of IFRIC 22 is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (III) Amendments to IFRS 2 “Share-Based Payment” Amendments to IFRS 2 “Share-Based Payment” were issued in June 2016 and are effective for annual periods beginning on or after January 1, 2018, to be applied prospectively. The amendments clarify the effects of vesting and non-vesting conditions on the measurement of cash-settled share-based payments; provide guidance on the classification of share-based payment transactions with net settlement features for withholding tax obligations; and clarify accounting for modification to the terms and conditions of a share- based payment that changes the classification of the transaction from cash-settled to equity-settled. Adoption of these amendments is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (IV) IFRS 9 “Financial Instruments” IFRS 9 “Financial Instruments” was issued in November 2009 and amended in October 2010, November 2013 and July 2014, and is effective for years beginning on or after January 1, 2018, to be applied retrospectively, or on a modified retrospective basis. Additionally, the IASB issued amendments in October 2017 that are effective for annual periods beginning on or after January 1, 2019. The standard is intended to replace IAS 39 “Financial Instruments: Recognition and Measurement”. The project has been divided into three phases: classification and measurement, impairment of financial assets, and hedge accounting. IFRS 9’s current classification and measurement methodology provides that financial assets are measured at either amortized cost or fair value on the basis of the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial assets. The classification and measurement for financial liabilities remains generally unchanged; however, for a financial liability designated as at fair value through profit or loss, revisions have been made in the accounting for changes in fair value attributable to changes in the credit risk of that liability. Gains or losses caused by changes in an entity’s own credit risk on such liabilities are no longer recognized in profit or loss but instead are reflected in OCI. Revisions to hedge accounting were issued in November 2013 as part of the overall IFRS 9 project. The amendment introduces a new hedge accounting model, together with corresponding disclosures about risk management activities for those applying hedge accounting. The new model represents a substantial overhaul of hedge accounting that will enable entities to better reflect their risk management activities in their financial statements. Revisions issued in July 2014 replace the existing incurred loss model used for measuring the allowance for credit losses with an expected credit loss model. Changes were also made to the existing classification and measurement model designed primarily to address specific application issues raised by early adopters of the standard. The revision also addresses the income statement accounting mismatches and short-term volatility issues which have been identified as a result of the insurance contracts project. Revisions issued in October 2017 allow financial assets to be measured at amortized cost or fair value through OCI even if the lender is required to pay a reasonable compensation in the event of an early termination of the contract by the borrower (also referred to as prepayment features with negative compensation). The Company expects to defer IFRS 9 until January 1, 2021 as allowed under the amendments to IFRS 4 “Insurance Contracts” outlined below. The Company is assessing the impact of this standard. (V) Amendments to IFRS 4 “Insurance Contracts” Amendments to IFRS 4 “Insurance Contracts” were issued in September 2016, which are effective for annual periods beginning on or after January 1, 2018. The amendments introduce two approaches to address concerns about the differing effective dates of IFRS 9 “Financial Instruments” and IFRS 17 “Insurance Contracts”: the overlay approach and the deferral approach. The overlay approach provides an option for all issuers of insurance contracts to adjust profit or loss for eligible financial assets by removing any additional accounting volatility that may arise from applying IFRS 9 before IFRS 17 is implemented. The deferral approach provides companies whose activities are predominantly related to insurance an optional temporary exemption from applying IFRS 9 until January 1, 2021. The Company qualifies for the exemption and intends to defer IFRS 9 until January 1, 2021. (VI) IFRS 17 “Insurance Contracts” IFRS 17 was issued in May 2017 and is effective for years beginning on January 1, 2021, and to be applied retrospectively. If full retrospective application to a group of contracts is impractical, the modified retrospective or fair value methods may be used. The standard will replace IFRS 4 “Insurance Contracts” and will materially change the recognition and measurement of insurance contracts and the corresponding presentation and disclosures in the Company’s Financial Statements and MD&A. The Company is assessing the implications of this standard and expects that it will have a significant impact on the Company’s Consolidated Financial Statements. In addition, in certain jurisdictions, including Canada, it could have a material effect on tax and regulatory capital positions that are dependent upon IFRS accounting values. 122 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements For life insurance companies, such as Manulife, that have long-duration products and/or regulatory and tax regimes dependent upon IFRS accounting values, the Company believes that an effective date of January 1, 2021 is aggressive. Therefore, while the Company’s implementation project is well underway, the Company and others in the life insurance industry are encouraging the IASB to defer the effective date. (VII) IFRS 16 “Leases” IFRS 16 “Leases” was issued in January 2016 and is effective for years beginning on or after January 1, 2019, to be applied retrospectively or on a modified retrospective basis. It will replace IAS 17 “Leases” and IFRIC 4 “Determining whether an arrangement contains a lease”. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract, the customer (“lessee”) and the supplier (“lessor”). The standard brings most leases on-balance sheet for lessees under a single model, eliminating the previous classifications of operating and finance leases. Exemptions to this treatment are for lease contracts with low value assets or leases with duration of less than one year. The on-balance sheet treatment will result in the grossing up of the balance sheet due to right-of-use assets being recognized with offsetting liabilities. Lessor accounting will remain largely unchanged with previous classifications of operating and finance leases being maintained. The Company is assessing the impact of this standard. (VIII) IFRS Interpretation Committee (“IFRIC”) Interpretation 23 “Uncertainty over Income Tax Treatments” IFRIC 23 “Uncertainty over Income Tax Treatments” was issued in June 2017 and is effective for years beginning on or after January 1, 2019, to be applied retrospectively. IFRIC 23 provides guidance on applying the recognition and measurement requirements in IAS 12 when there is uncertainty over income tax treatments including whether uncertain tax treatments should be considered together or separately based on which approach better predicts resolution of the uncertainty. Adoption of IFRIC 23 is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (IX) Amendments to IAS 28 “Investments in Associates and Joint Ventures” Amendments to IAS 28 “Investments in Associates and Joint Ventures” were issued in October 2017 and are effective for annual periods beginning on or after January 1, 2019, to be applied retrospectively. The amendments clarify that an entity applies IFRS 9 “Financial Instruments” to financial interests in an associate or joint venture to which the equity method is not applied. IAS 39 is being applied to these interests until IFRS 9 is adopted in 2021. Adoption of these amendments is not expected to have a significant impact on the Company’s Consolidated Financial Statements. (X) Annual Improvements 2015 – 2017 Cycle Annual Improvements 2015 – 2017 Cycle was issued in December 2017 and is effective for years beginning on or after January 1, 2019. The IASB issued three minor amendments to different standards as part of the Annual Improvements process, with the amendments to be applied prospectively. Adoption of these amendments is not expected to have significant impact on the Company’s Consolidated Financial Statements. Note 3 Acquisition and Distribution Agreements (a) Mandatory Provident Fund business of Standard Chartered On November 1, 2016, the Company completed its acquisition of Standard Chartered’s Mandatory Provident Fund (“MPF”) and Occupational Retirement Schemes Ordinance (“ORSO”) businesses in Hong Kong, and the related investment management entity. In addition, on November 1, 2016, the Company commenced its 15-year exclusive distribution partnership with Standard Chartered. These arrangements significantly expand Manulife’s retirement business in Hong Kong. Total consideration of $392 was paid in cash. (b) Distribution agreement with DBS Bank Ltd (“DBS”) Effective January 1, 2016, the Company entered into a 15-year regional distribution agreement with DBS covering Singapore, Hong Kong, mainland China and Indonesia. The arrangement expands the Company’s strategy for growth in Asia. The Company recognized $536 of distribution network intangible assets on the agreement’s effective date. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 123 Note 4 Invested Assets and Investment Income (a) Carrying values and fair values of invested assets As at December 31, 2017 Cash and short-term securities(4) Debt securities(5) Canadian government and agency U.S. government and agency Other government and agency Corporate Mortgage/asset-backed securities Public equities Mortgages Private placements Policy loans Loans to Bank clients Real estate Own use property(6) Investment property Other invested assets Alternative long-duration assets(7) Various other (8) Total invested assets As at December 31, 2016 Cash and short-term securities(4) Debt securities(5) Canadian government and agency U.S. government and agency Other government and agency Corporate Mortgage/asset-backed securities Public equities Mortgages Private placements Policy loans Loans to Bank clients Real estate Own use property(6) Investment property Other invested assets Alternative long-duration assets(7) Various other (8) Total invested assets FVTPL(1) AFS(2) Other(3) Total carrying value Total fair value(9) $ 439 $ 11,429 $ 4,097 $ 15,965 $ 15,965 17,886 12,497 16,838 96,785 3,018 18,473 – – – – – – 12,018 142 4,892 13,472 2,988 5,366 258 3,072 – – – – – – 88 – – – – – – – 44,742 32,132 5,808 1,737 1,281 12,529 8,624 3,611 22,778 25,969 19,826 102,151 3,276 21,545 44,742 32,132 5,808 1,737 1,281 12,529 20,730 3,753 22,778 25,969 19,826 102,151 3,276 21,545 46,065 34,581 5,808 1,742 2,448 12,529 21,053 3,752 $ 178,096 $ 41,565 $ 114,561 $ 334,222 $ 339,488 FVTPL(1) AFS(2) Other(3) Total carrying value Total fair value(9) $ 269 $ 11,705 $ 3,177 $ 15,151 $ 15,151 18,030 13,971 18,629 87,374 2,886 16,531 – – – – – – 10,707 164 6,715 13,333 2,312 5,041 331 2,965 – – – – – – 96 – – – – – – – 44,193 29,729 6,041 1,745 1,376 12,756 8,048 3,745 24,745 27,304 20,941 92,415 3,217 19,496 44,193 29,729 6,041 1,745 1,376 12,756 18,851 3,909 24,745 27,304 20,941 92,415 3,217 19,496 45,665 31,459 6,041 1,746 2,524 12,756 19,193 3,910 $ 168,561 $ 42,498 $ 110,810 $ 321,869 $ 326,563 (1) The FVTPL classification was elected for securities backing insurance contract liabilities to substantially reduce any accounting mismatch arising from changes in the fair value of these assets and changes in the value of the related insurance contract liabilities. If this election had not been made and instead the available-for-sale (“AFS”) classification was selected, there would be an accounting mismatch because changes in insurance contract liabilities are recognized in net income rather than in OCI. (2) Securities that are designated as AFS are not actively traded by the Company but sales do occur as circumstances warrant. Such sales result in a reclassification of any accumulated unrealized gain (loss) in AOCI to net income as a realized gain (loss). (3) Primarily includes assets classified as loans and carried at amortized cost, own use properties, investment properties, equity method accounted investments, oil and gas investments, and leveraged leases. Refer to note 1(e) for further details regarding accounting policy. (4) Includes short-term securities with maturities of less than one year at acquisition amounting to $2,737 (2016 – $3,111), cash equivalents with maturities of less than 90 days at acquisition amounting to $9,131 (2016 – $8,863) and cash of $4,097 (2016 – $3,177). (5) Debt securities include securities which were acquired with maturities of less than one year and less than 90 days of $1,768 and $161, respectively (2016 – $893 and $192, respectively). (6) Includes accumulated depreciation of $389 (2016 – $404). (7) Alternative long-duration assets (“ALDA”) include investments in private equity of $4,959, power and infrastructure of $7,355, oil and gas of $2,813, timber and agriculture of $5,033 and various other invested assets of $570 (2016 – $4,619, $6,679, $2,093, $4,972 and $488, respectively). (8) Includes $3,273 (2016 – $3,369) of leveraged leases. Refer to note 1(e) regarding accounting policy. (9) The methodologies used in determining fair values of invested assets are described in note 1 and note 4(g). 124 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (b) Equity method accounted invested assets Other invested assets include investments in associates and joint ventures which are accounted for using the equity method of accounting as follows. As at December 31, Leveraged leases Timber and agriculture Real estate Other Total Carrying value $ 3,273 451 498 1,535 $ 5,757 2017 2016 Carrying % of total value % of total 56 8 9 27 100 $ 3,369 430 419 1,562 $ 5,780 58 8 7 27 100 The Company’s share of profit and dividends from these investments for the year ended December 31, 2017 were $291 and $14, respectively (2016 – $252 and $17, respectively). (c) Investment income For the year ended December 31, 2017 Cash and short-term securities Interest income Gains (losses)(3) Debt securities Interest income Gains (losses)(3) Recovery (impairment loss), net Public equities Dividend income Gains(3) Impairment loss Mortgages Interest income Gains(3) Provision, net Private placements Interest income Gains(3) Impairment loss, net Policy loans Loans to Bank clients Interest income Real estate Rental income, net of depreciation(4) Gains(3) Impairment loss Derivatives Interest income, net Gains (losses)(3) Other invested assets Interest income Oil and gas, timber, agriculture and other income Gains (losses)(3) Impairment loss, net FVTPL AFS Other(1) Total $ 7 22 $ 153 (47) $ 5,102 3,690 16 524 2,372 – 577 (205) (1) 79 226 (14) – – – – – – – – – – – 809 (1,029) – – 441 – – – – – – – – – – – – – – – – (7) – – – – – – – – – 1,685 69 (32) 1,553 43 10 365 68 517 341 (4) 84 84 174 1,690 50 (45) $ 160 (25) 5,679 3,485 15 603 2,598 (14) 1,685 69 (32) 1,553 43 10 365 68 517 341 (4) 893 (945) 174 1,690 484 (45) Yields(2) 0.9% 5.4% 16.6% 3.9% 5.3% 6.1% 4.0% 6.2% n/a 10.3% Total investment income $ 11,954 $ 761 $ 6,652 $ 19,367 6.0% Investment income Interest income Dividend, rental and other income Impairments, provisions and recoveries, net Other Realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities and on macro equity hedges Debt securities Public equities Mortgages Private placements Real estate Other invested assets Derivatives, including macro equity hedging program $ 5,918 524 16 460 $ 730 79 (15) (51) $ 3,929 2,207 (71) (77) $ 10,577 2,810 (70) 332 3.3% 0.9% 0.0% 0.1% 6,918 743 5,988 13,649 3,694 2,200 – – – 329 (1,187) 5,036 (8) 35 – – – (9) – 18 – – 69 40 350 121 84 664 3,686 2,235 69 40 350 441 (1,103) 5,718 1.1% 0.7% 0.0% 0.0% 0.1% 0.1% (0.3%) Total investment income $ 11,954 $ 761 $ 6,652 $ 19,367 6.0% Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 125 For the year ended December 31, 2016 Cash and short-term securities Interest income Gains (losses)(3) Debt securities Interest income Gains(3) Recovery (impairment loss), net Public equities Dividend income Gains(3) Impairment loss Mortgages Interest income Gains (losses)(3) Provision, net Private placements Interest income Gains(3) Impairment loss, net Policy loans Loans to Bank clients Interest income Real estate Rental income, net of depreciation(4) Gains(3) Derivatives Interest income, net Losses(3) Other invested assets Interest income Oil and gas, timber, agriculture and other income Gains(3) Impairment loss, net Total investment income Investment income Interest income Dividend, rental and other income Impairments and provisions Other Realized and unrealized gains (losses) on assets supporting insurance and investment contract liabilities and on macro equity hedges Debt securities Public equities Mortgages Private placements Real estate Other invested assets Derivatives, including macro equity hedging program FVTPL AFS Other(1) Total Yields(2) $ 7 18 $ 117 (18) $ 5,051 1,658 (18) 534 1,008 – 588 548 – 58 201 (48) – – – – – – – – – – – – – – – – – – 1,115 (2,597) – – 634 – – – – – – – – – – – – – – – 1 – 1,667 81 (7) 1,494 17 (50) 358 68 523 160 (33) – 103 1,162 207 (83) 0.7% 4.7% 10.6% 4.1% 5.4% 6.1% 3.9% 4.9% n/a 10.3% $ 124 – 5,639 2,206 (18) 592 1,209 (48) 1,667 81 (7) 1,494 17 (50) 358 68 523 160 1,082 (2,597) 103 1,162 842 (83) $ 7,410 $1,447 $5,667 $14,524 4.7% $ 6,173 534 (18) (6) $ 703 58 (48) 707 $3,657 1,685 (140) 85 $10,533 2,277 (206) 786 3.4% 0.7% (0.1%) 0.2% 6,683 1,420 5,287 13,390 1,657 963 – – – 688 (2,581) 727 5 22 – – – – – 27 – – 80 12 128 160 – 380 1,662 985 80 12 128 848 (2,581) 1,134 0.5% 0.3% 0.0% 0.0% 0.0% 0.3% (0.8%) Total investment income $ 7,410 $1,447 $5,667 $14,524 4.7% (1) Primarily includes loans carried at amortized cost, own use properties, investment properties, derivative and hedging instruments in cash flow hedging relationships, equity method accounted investments, oil and gas investments, and leveraged leases. (2) Yields are based on income and are calculated using the geometric average of the carrying value of assets held during the reporting year. (3) Includes net realized gains (losses) as well as net unrealized gains (losses) for financial instruments at FVTPL, real estate investment properties, and other invested assets measured at fair value. Also includes net realized gains (losses) for financial instruments at AFS and other invested assets carried at amortized cost. (4) Rental income from investment properties is net of direct operating expenses. 126 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (d) Investment expenses The following table presents the Company’s total investment expenses. For the years ended December 31, Related to invested assets Related to segregated, mutual and other funds Total investment expenses (e) Investment properties The following table presents rental income and direct operating expenses of investment properties. For the years ended December 31, Rental income from investment properties Direct operating expenses of investment properties that generated rental income Total 2017 2016 $ 625 1,048 $ 581 1,065 $ 1,673 $ 1,646 2017 2016 $ 1,120 (694) $ 1,204 (764) $ 426 $ 440 (f) Mortgage securitization The Company securitizes certain insured and uninsured fixed and variable rate residential mortgages and Home Equity Lines of Credit (“HELOC”) through creation of mortgage-backed securities under the Canadian Mortgage Bond Program (“CMB”), and the HELOC securitization program. Benefits received from the securitization include interest spread between the asset and associated liability. There are no expected credit losses on securitized mortgages under the Canada Mortgage and Housing Corporation (“CMHC”) sponsored CMB and the Platinum Canadian Mortgage Trust (“PCMT”) HELOC securitization programs as they are insured by CMHC and other third-party insurance programs against borrowers’ default. Mortgages securitized in the Platinum Canadian Mortgage Trust II (“PCMT II”) program are uninsured. Cash flows received from the underlying securitized assets/mortgages are used to settle the related secured borrowing liability. For CMB transactions, receipts of principal are deposited into a trust account for settlement of the liability at time of maturity. These transferred assets and related cash flows cannot be transferred or used for other purposes. For the HELOC transactions, investors are entitled to periodic interest payments, and the remaining cash receipts of principal are allocated to the Company (the “Seller”) during the revolving period of the deal and are accumulated for settlement during an accumulation period, or repaid to the investor monthly during a reduction period, based on the terms of the note. The following table presents the carrying amount of securitized assets and secured borrowing liabilities. As at December 31, 2017 Securitization program HELOC securitization(1) CMB securitization Total As at December 31, 2016 Securitization program HELOC securitization(1) CMB securitization Total Securitized assets Securitized mortgages Restricted cash and short-term securities $ 2,024 1,480 $ 3,504 $ 8 – $ 8 Total $ 2,032 1,480 $ 3,512 Secured borrowing liabilities(2) $ 2,000 1,523 $ 3,523 Securitized assets Securitized mortgages Restricted cash and short-term securities $ 1,762 1,018 $ 2,780 $ 8 – $ 8 Total $ 1,770 1,018 $ 2,788 Secured borrowing liabilities(2) $ 1,750 1,032 $ 2,782 (1) Manulife Bank, a MFC subsidiary, securitizes a portion of its HELOC receivables through Platinum Canadian Mortgage Trust (“PCMT”), and Platinum Canadian Mortgage Trust II (“PCMT II”). PCMT funds the purchase of the co-ownership interests from Manulife Bank by issuing term notes collateralized by an underlying pool of CMHC insured HELOCs to institutional investors. PCMT II funds the purchase of the co-ownership interests from Manulife Bank by issuing term notes collateralized by an underlying pool of uninsured HELOCs to institutional investors. The restricted cash balance for the HELOC securitization reflects a cash reserve fund established in relation to the transactions. The reserve will be drawn upon only in the event of insufficient cash flows from the underlying HELOCs to satisfy the secured borrowing liability. (2) Secured borrowing liabilities primarily comprise of Series 2011-1 notes with a floating rate which are expected to mature on December 15, 2021, and the Series 2016-1 notes with a floating rate which are expected to mature on May 15, 2022. Manulife Bank also securitizes insured amortizing mortgages under the National Housing Act Mortgage-Backed Securities (“NHA MBS”) program sponsored by CMHC. Manulife Bank participates in CMB programs by selling NHA MBS securities to Canada Housing Trust (“CHT”), as a source of fixed rate funding. Fair value of the securitized assets as at December 31, 2017 was $3,533 (2016 – $2,821) and the fair value of the associated liabilities was $3,503 (2016 – $2,776). Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 127 (g) Fair value measurement The following table presents fair values and the fair value hierarchy of invested assets and segregated funds net assets measured at fair value in the Consolidated Statements of Financial Position. As at December 31, 2017 Cash and short-term securities FVTPL AFS Other Debt securities FVTPL Canadian government and agency U.S. government and agency Other government and agency Corporate Residential mortgage/asset-backed securities Commercial mortgage/asset-backed securities Other securitized assets AFS Canadian government and agency U.S. government and agency Other government and agency Corporate Residential mortgage/asset-backed securities Commercial mortgage/asset-backed securities Other securitized assets Public equities FVTPL AFS Real estate – investment property(1) Other invested assets(2) Segregated funds net assets(3) Total As at December 31, 2016 Cash and short-term securities FVTPL AFS Other Debt securities FVTPL Canadian government and agency U.S. government and agency Other government and agency Corporate Residential mortgage/asset-backed securities Commercial mortgage/asset-backed securities Other securitized assets AFS Canadian government and agency U.S. government and agency Other government and agency Corporate Residential mortgage/asset-backed securities Commercial mortgage/asset-backed securities Other securitized assets Public equities FVTPL AFS Real estate – investment property(1) Other invested assets(2) Segregated funds net assets(3) Total Total fair value Level 1 Level 2 Level 3 $ 439 11,429 4,097 $ – – 4,097 $ 439 11,429 – $ 17,886 12,497 16,838 96,785 8 1,099 1,911 4,892 13,472 2,988 5,366 37 138 83 18,473 3,072 12,529 16,203 324,307 – – – 2 – – – – – – – – – – 18,470 3,069 – – 286,490 17,886 12,497 16,599 96,073 7 1,099 1,886 4,892 13,472 2,941 5,278 37 138 82 – 3 – – 33,562 – – – – – 239 710 1 – 25 – – 47 88 – – 1 3 – 12,529 16,203 4,255 $ 564,549 $ 312,128 $ 218,320 $ 34,101 Total fair value Level 1 Level 2 Level 3 $ 269 11,705 3,177 $ – – 3,177 $ 269 11,705 – $ 18,030 13,971 18,629 87,374 10 680 2,196 6,715 13,333 2,312 5,041 65 123 143 16,531 2,965 12,756 14,849 315,177 – – – 2 – – – – – – – – – – 16,524 2,963 – – 278,066 18,030 13,971 18,357 86,721 8 674 2,161 6,715 13,333 2,261 4,967 64 121 141 – 2 – – 32,537 – – – – – 272 651 2 6 35 – – 51 74 1 2 2 7 – 12,756 14,849 4,574 $ 546,051 $ 300,732 $ 212,037 $ 33,282 (1) For investment properties, the significant unobservable inputs are capitalization rates (ranging from 3.50% to 9.00% during the year and ranging from 3.75% to 9.75% during the year 2016) and terminal capitalization rates (ranging from 4.0% to 9.25% during the year and ranging from 4.1% to 10.0% during the year 2016). Holding other factors constant, a lower capitalization or terminal capitalization rate will tend to increase the fair value of an investment property. Changes in fair value based on variations in unobservable inputs generally cannot be extrapolated because the relationship between the directional changes of each input is not usually linear. 128 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (2) Other invested assets measured at fair value are held primarily in power and infrastructure and timber sectors. The significant inputs used in the valuation of the Company’s power and infrastructure investments are primarily future distributable cash flows, terminal values and discount rates. Holding other factors constant, an increase to future distributable cash flows or terminal values would tend to increase the fair value of a power and infrastructure investment, while an increase in the discount rate would have the opposite effect. Discount rates during the year ranged from 9.20% to 16.5% (2016 – ranged from 9.63% to 16.0%). Disclosure of distributable cash flow and terminal value ranges are not meaningful given the disparity in estimates by project. The significant inputs used in the valuation of the Company’s investments in timberland are timber prices and discount rates. Holding other factors constant, an increase to timber prices would tend to increase the fair value of a timberland investment, while an increase in the discount rates would have the opposite effect. Discount rates during the year ranged from 5.0% to 7.5% (2016 – ranged from 5.0% to 7.5%). A range of prices for timber is not meaningful as the market price depends on factors such as property location and proximity to markets and export yards. (3) Segregated funds net assets are measured at fair value. The Company’s Level 3 segregated funds assets are predominantly invested in timberland properties valued as described above. For invested assets not measured at fair value in the Consolidated Statements of Financial Position, the following table presents their fair values categorized by the fair value hierarchy. As at December 31, 2017 Mortgages(1) Private placements(2) Policy loans(3) Loans to Bank clients(4) Real estate – own use property(5) Other invested assets(6) Carrying value $ 44,742 32,132 5,808 1,737 1,281 8,280 Fair value Level 1 $ $ 46,065 34,581 5,808 1,742 2,448 8,602 Total invested assets disclosed at fair value $ 93,980 $ 99,246 $ As at December 31, 2016 Mortgages(1) Private placements(2) Policy loans(3) Loans to Bank clients(4) Real estate – own use property(5) Other invested assets(6) Carrying value $ 44,193 29,729 6,041 1,745 1,376 7,911 Fair value Level 1 $ $ 45,665 31,459 6,041 1,746 2,524 8,254 Total invested assets disclosed at fair value $ 90,995 $ 95,689 $ $ Level 2 – 28,514 5,808 1,742 – – Level 3 $ 46,065 6,067 – – 2,448 8,514 $ 36,064 $ 63,094 $ Level 2 – 26,073 6,041 1,746 – – Level 3 $ 45,665 5,386 – – 2,524 8,200 $ 33,860 $ 61,775 – – – – – 88 88 – – – – – 54 54 (1) Fair value of commercial mortgages is determined through an internal valuation methodology using both observable and unobservable inputs. Unobservable inputs include credit assumptions and liquidity spread adjustments. Fair value of fixed-rate residential mortgages is determined using the discounted cash flow method. Inputs used for valuation are primarily comprised of prevailing interest rates and prepayment rates, if applicable. Fair value of variable-rate residential mortgages is assumed to be their carrying value. (2) Fair value of private placements is determined through an internal valuation methodology using both observable and unobservable inputs. Unobservable inputs include credit assumptions and liquidity spread adjustments. Private placements are classified within Level 2 unless the liquidity adjustment constitutes a significant price impact, in which case the securities are classified as Level 3. (3) Fair value of policy loans is equal to their unpaid principal balances. (4) Fair value of fixed-rate loans to Bank clients is determined using the discounted cash flow method. Inputs used for valuation are primarily comprised of current interest rates. Fair value of variable-rate loans is assumed to be their carrying value. (5) Fair value of own use real estate and the fair value hierarchy are determined in accordance with the methodologies described for real estate – investment property in note 1. (6) Primarily include leveraged leases, oil and gas properties and equity method accounted other invested assets. Fair value of leveraged leases is disclosed at their carrying values as fair value is not routinely calculated on these investments. Fair value for oil and gas properties is determined using external appraisals based on discounted cash flow methodology. Inputs used in valuation are primarily comprised of forecasted price curves, planned production, as well as capital expenditures, and operating costs. Fair value of equity method accounted other invested assets is determined using a variety of valuation techniques including discounted cash flows and market comparable approaches. Inputs vary based on the specific investment. Transfers between Level 1 and Level 2 The Company records transfers of assets and liabilities between Level 1 and Level 2 at their fair values as at the end of each reporting period. Assets are transferred out of Level 1 when they are no longer transacted with sufficient frequency and volume in an active market. During the year ended December 31, 2017, the Company transferred $nil (2016 – $nil) of assets measured at fair value from Level 1 to Level 2. Conversely, assets are transferred from Level 2 to Level 1 when transaction volume and frequency are indicative of an active market. The Company transferred $nil (2016 – $nil) of assets from Level 2 to Level 1 during the year ended December 31, 2017. For segregated funds net assets, the Company had $nil transfers from Level 1 to Level 2 for the year ended December 31, 2017 (2016 – $8). The Company had $5 transfers from Level 2 to Level 1 for the year ended December 31, 2017 (2016 – $nil). Invested assets and segregated funds net assets measured at fair value using significant unobservable inputs (Level 3) The Company classifies fair values of the invested assets and segregated funds net assets as Level 3 if there are no observable markets for these assets or, in the absence of active markets, the majority of the inputs used to determine fair value are based on the Company’s own assumptions about market participant assumptions. The Company prioritizes the use of market-based inputs over entity-based assumptions in determining Level 3 fair values and, therefore, the gains and losses in the tables below include changes in fair value due to both observable and unobservable factors. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 129 The following table presents a roll forward of invested assets and segregated funds net assets measured at fair value using significant unobservable inputs (Level 3) for the years ended December 31, 2017 and 2016. Net realized/ unrealized gains (losses) included in net income(1) Net realized/ unrealized gains (losses) included in AOCI(2) Purchases Balance, January 1, 2017 Sales(3) Settlements Transfer into Level 3(4) Transfer out of Level 3(4) Currency movement Balance, December 31, 2017 Change in unrealized gains (losses) on assets still held $ 272 651 $ (3) 19 $ – $ – 26 $ 105 (58) (34) $ (6) $ – $ – $ (29) 24 (21) – – – 131 14 22 – – – 36 – – – (5) – (97) (15) (10) – (1) – (26) (4) (4) 2 6 35 966 51 74 1 2 2 – – (1) 15 (1) – – – – 130 (1) 7 7 12,756 14,849 27,605 – – 301 395 696 4,574 60 – – – – (2) 4 (1) – – 1 – – – – – – 1,257 3,022 (1,267) (435) 4,279 (1,702) – (837) (837) 261 (248) (54) 8 (5) (1) – (2) – 1 2 – – – 3 – – $ 239 710 $ (3) 10 1 – 25 975 47 88 – – 1 136 3 3 (1) – (1) 5 – – – – – – – – (518) (791) (1,309) 12,529 16,203 28,732 264 244 508 – – – – – – – – – – – – (1) (7) – – – – – – (43) 24 (21) (2) (4) – (1) (1) (8) – – 1 – – – – 1 – – – – – – $ 33,282 $ 770 $ 1 $ 4,707 $ (2,077) $ (942) $ 25 $ (205) $ (1,460) $ 34,101 $ 558 (184) (154) 4,255 45 For the year ended December 31, 2017 Debt securities FVTPL Other government & agency Corporate Residential mortgage/asset backed securities Commercial mortgage/asset backed securities Other securitized assets AFS Other government & agency Corporate Residential mortgage/asset backed securities Commercial mortgage/asset backed securities Other securitized assets Public equities FVTPL Real estate – investment property Other invested assets Segregated funds net assets Total 130 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements For the year ended December 31, 2016 Debt securities FVTPL Other government & agency Corporate Residential mortgage/asset-backed securities Commercial mortgage/asset-backed securities Other securitized assets AFS Other government & agency Corporate Residential mortgage/asset-backed securities Commercial mortgage/asset-backed securities Other securitized assets Public equities FVTPL Real estate –investment property Other invested assets Segregated funds net assets Net realized/ unrealized gains (losses) included in net income(1) Net realized/ unrealized gains (losses) included in AOCI(2) Balance, January 1, 2016 Purchases Sales(3) Settlements Transfer into Level 3(4) Transfer out of Level 3(4) Currency movement Balance, December 31, 2016 Change in unrealized gains (losses) on assets still held $ 310 $ 903 15 70 48 1,346 3 (29) – – – (26) $ – $ – – – – 50 $ 83 – – – (41) $ (84) (11) (56) (1) – 133 (193) (30) $ – $ – $ (134) (1) (4) (7) (176) 58 – – – 58 (124) – – (4) (128) (20) $ (22) (1) (4) (1) 272 $ 651 2 6 35 (48) 966 42 90 8 4 5 149 – – – – (1) – – (1) – – 13,968 12,977 26,945 4,656 163 786 949 92 – (2) 1 – 2 1 – – – 9 9 – 18 29 – – – 47 7 7 (6) (32) (6) – – (44) – – – (3) – (1) (1) (5) – – 681 2,171 (1,782) (76) 2,852 (1,858) – (685) (685) – – – – – – – – – – – – (5) – – (4) (9) – – – – – (3) (3) (1) (1) – (8) – – 51 74 1 2 2 130 7 7 (274) (333) 12,756 14,849 197 847 (607) 27,605 1,044 356 (312) (19) (12) (105) (82) 4,574 93 1 (4) 1 (3) – (5) – – – – – – – – Total $ 33,096 $ 1,014 $ 10 $ 3,395 $ (2,407) $ (885) $ 46 $ (242) $ (745) $ 33,282 $ 1,132 (1) These amounts, except for the amount related to segregated funds net assets, are included in net investment income on the Consolidated Statements of Income. (2) These amounts are included in AOCI on the Consolidated Statements of Financial Position. (3) Sales in 2017 include $619 of U.S. commercial real estate sold to the Hancock US Real Estate Fund, L.P., an associate of the Company which is a structured entity based on partnership voting rights. The Company provides management services to the fund and owns approximately 11.7% of its partnership interests. Also in 2017, sales include US$313 (2016 – $1,011) of U.S. commercial real estate sold to the Manulife US Real Estate Investment Trust in Singapore, an associate of the Company which is a structured entity based on unitholder voting rights. The Company provides management services to the trust and owns approximately 9.5% of its units. (4) For assets transferred into and out of Level 3, the Company uses fair values of the assets at the beginning of the year. Transfers into Level 3 primarily result from securities that were impaired during the year or securities where a lack of observable market data (versus the previous period) resulted in reclassifying assets into Level 3. Transfers from Level 3 primarily result from observable market data now being available for the entire term structure of the debt security. Note 5 Derivative and Hedging Instruments Derivatives are financial contracts, the value of which is derived from underlying interest rates, foreign exchange rates, other financial instruments, commodity prices or indices. The Company uses derivatives including swaps, forward and futures agreements, and options to manage current and anticipated exposures to changes in interest rates, foreign exchange rates, commodity prices and equity market prices, and to replicate permissible investments. Swaps are over-the-counter (“OTC”) contractual agreements between the Company and a third party to exchange a series of cash flows based upon rates applied to a notional amount. For interest rate swaps, counterparties generally exchange fixed or floating interest rate payments based on a notional value in a single currency. Cross currency swaps involve the exchange of principal amounts between parties as well as the exchange of interest payments in one currency for the receipt of interest payments in another currency. Total return swaps are contracts that involve the exchange of payments based on changes in the values of a reference asset, including any returns such as interest earned on these assets, in return for amounts based on reference rates specified in the contract. Forward and futures agreements are contractual obligations to buy or sell a financial instrument, foreign currency or other underlying commodity on a predetermined future date at a specified price. Forward contracts are OTC contracts negotiated between counterparties, whereas futures agreements are contracts with standard amounts and settlement dates that are traded on regulated exchanges. Options are contractual agreements whereby the holder has the right, but not the obligation, to buy (call option) or sell (put option) a security, exchange rate, interest rate, or other financial instrument at a predetermined price/rate within a specified time. See variable annuity dynamic hedging strategy in the “Risk Management” section of the Company’s 2017 MD&A for an explanation of the Company’s dynamic hedging strategy for its variable annuity product guarantees. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 131 (a) Fair value of derivatives The pricing models used to value OTC derivatives are based on market standard valuation methodologies and the inputs to these models are consistent with what a market participant would use when pricing the instruments. Derivative valuations can be affected by changes in interest rates, currency exchange rates, financial indices, credit spreads, default risk (including the counterparties to the contract), and market volatility. The significant inputs to the pricing models for most OTC derivatives are inputs that are observable or can be corroborated by observable market data and are classified as Level 2. Inputs that are observable generally include interest rates, foreign currency exchange rates and interest rate curves. However, certain OTC derivatives may rely on inputs that are significant to the fair value that are not observable in the market or cannot be derived principally from, or corroborated by, observable market data and these derivatives are classified as Level 3. Inputs that are unobservable generally include broker quotes, volatilities and inputs that are outside of the observable portion of the interest rate curve or other relevant market measures. These unobservable inputs may involve significant management judgment or estimation. Even though unobservable, these inputs are based on assumptions deemed appropriate given the circumstances and consistent with what market participants would use when pricing such instruments. The Company’s use of unobservable inputs is limited and the impact on derivative fair values does not represent a material amount as evidenced by the limited amount of Level 3 derivatives. The credit risk of both the counterparty and the Company are considered in determining the fair value for all OTC derivatives after considering the effects of netting agreements and collateral arrangements. The following table presents the gross notional amount and fair value of derivative contracts by the underlying risk exposure for derivatives in qualifying hedging and derivatives not designated in qualifying hedging relationships. As at December 31, Type of hedge Instrument type Qualifying hedge accounting relationships Fair value hedges Interest rate swaps Foreign currency swaps Foreign currency swaps Forward contracts Equity contracts Cash flow hedges Total derivatives in qualifying hedge accounting relationships Derivatives not designated in qualifying hedge accounting relationships Interest rate swaps Interest rate futures Interest rate options Foreign currency swaps Currency rate futures Forward contracts Equity contracts Credit default swaps Equity futures $ Notional amount 548 84 1,757 165 125 2,679 246,270 11,551 10,093 16,321 3,157 20,341 13,597 606 12,158 2017 Fair value Assets Liabilities $ – 1 20 – 16 37 $ 20 4 333 4 1 362 12,984 – 312 494 – 915 813 14 – 6,251 – – 1,122 – 65 22 – – $ Notional amount 2,158 91 1,285 255 126 3,915 281,188 11,616 9,390 12,226 4,729 15,411 14,989 662 16,072 2016 Fair value Assets Liabilities $ – $ 1 – – 21 22 477 3 447 23 1 951 21,900 – 376 347 – 340 669 18 – 10,878 – – 1,645 – 644 33 – – Total derivatives not designated in qualifying hedge accounting relationships Total derivatives 334,094 15,532 7,460 366,283 23,650 13,200 $ 336,773 $ 15,569 $ 7,822 $ 370,198 $ 23,672 $ 14,151 The following table presents fair value of derivative instruments by remaining term to maturity. Fair values disclosed below do not incorporate the impact of master netting agreements. Refer to note 10. As at December 31, 2017 Derivative assets Derivative liabilities As at December 31, 2016 Derivative assets Derivative liabilities Remaining term to maturity Less than 1 year $ 605 224 1 to 3 years $ 822 149 3 to 5 years $ 889 168 Over 5 years Total $ 13,253 7,281 $ 15,569 7,822 Remaining term to maturity Less than 1 year $ 467 593 1 to 3 years $ 680 595 3 to 5 years $ 719 511 Over 5 years Total $ 21,806 12,452 $ 23,672 14,151 132 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (6,867) (206) (38) – – (7,111) (1,483) (31) – – (14) – (10) $ 6,512 39 865 – 312 $ 6,588 – 285 – 471 7,728 7,344 (973) (19) – 14 46 – 759 1,874 101 – – 337 – 2,606 Risk- weighted amount(2) $ 809 – 35 – 61 905 200 12 – – 35 – 305 The following table presents gross notional amount by remaining term to maturity, total fair value (including accrued interest), credit risk equivalent and risk-weighted amount by contract type. Remaining term to maturity (notional amounts) Fair value Under 1 year 1 to 5 years Over 5 years Total Positive Negative Net Credit risk equivalent(1) As at December 31, 2017 Interest rate contracts OTC swap contracts Cleared swap contracts Forward contracts Futures Options purchased $ 7,161 1,615 6,036 11,551 816 $ 19,141 $ 112,412 $ 138,714 108,104 17,325 11,551 10,093 12,928 10,614 – 3,856 93,561 675 – 5,421 $ 13,379 $ 245 903 – 312 Subtotal Foreign exchange Swap contracts Forward contracts Futures Credit derivatives Equity contracts Swap contracts Futures Options purchased Subtotal including accrued interest Less accrued interest 27,179 46,539 212,069 285,787 14,839 999 3,046 3,157 38 2,612 12,158 4,693 4,481 135 – 568 169 – 6,148 12,682 – – – – – 100 18,162 3,181 3,157 606 2,781 12,158 10,941 510 12 – 14 60 – 769 53,882 – 58,040 – 224,851 – 336,773 – 16,204 635 (8,649) (827) 7,555 (192) 12,262 – 1,457 – Total $ 53,882 $ 58,040 $ 224,851 $ 336,773 $ 15,569 $ (7,822) $ 7,747 $ 12,262 $ 1,457 As at December 31, 2016 Interest rate contracts OTC swap contracts Cleared swap contracts Interest rate forwards Futures Options purchased Subtotal Foreign exchange Swap contracts Forward contracts Futures Credit derivatives Equity contracts Swap contracts Futures Options purchased Subtotal including accrued interest Less accrued interest Remaining term to maturity (notional amounts) Fair value Under 1 year 1 to 5 years Over 5 years Total Positive Negative Net Credit risk equivalent(1) $ 13,244 $ 37,395 $ 164,252 $ 214,891 68,455 14,245 11,616 9,390 717 7,229 11,616 483 62,952 873 – 5,980 4,786 6,143 – 2,927 $ 19,327 $ (10,154) (2,117) (629) – – 3,507 326 – 376 $ 9,173 1,390 (303) – 376 $ 10,205 – 192 – 458 Risk- weighted amount(2) $ 1,493 – 29 – 70 33,289 51,251 234,057 318,597 23,536 (12,900) 10,636 10,855 1,592 425 1,257 4,729 47 3,107 16,072 6,007 3,917 165 – 615 192 – 5,809 9,259 – – – – – – 13,601 1,422 4,729 662 3,299 16,072 11,816 346 13 – 18 64 – 626 (2,120) (38) – – (35) – (2) (1,774) (25) – 18 29 – 624 1,491 62 – – 495 – 2,735 181 9 – – 54 – 358 64,933 – 61,949 – 243,316 – 370,198 – 24,603 931 (15,095) (944) 9,508 (13) 15,638 – 2,194 – Total $ 64,933 $ 61,949 $ 243,316 $ 370,198 $ 23,672 $ (14,151) $ 9,521 $ 15,638 $ 2,194 (1) Credit risk equivalent is the sum of replacement cost and the potential future credit exposure. Replacement cost represents the current cost of replacing all contracts with a positive fair value. The amounts take into consideration legal contracts that permit offsetting of positions. The potential future credit exposure is calculated based on a formula prescribed by OSFI. (2) Risk-weighted amount represents the credit risk equivalent, weighted according to the creditworthiness of the counterparty, as prescribed by OSFI. The total notional amount of $337 billion (2016 – $370 billion) includes $114 billion (2016 – $177 billion) related to derivatives utilized in the Company’s variable annuity guarantee dynamic hedging and macro equity risk hedging programs. Due to the Company’s variable annuity hedging practices, a large number of trades are in offsetting positions, resulting in materially lower net fair value exposure to the Company than what the gross notional amount would suggest. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 133 The following table presents fair value of derivative contracts and the fair value hierarchy. As at December 31, 2017 Derivative assets Interest rate contracts Foreign exchange contracts Equity contracts Credit default swaps Total derivative assets Derivative liabilities Interest rate contracts Foreign exchange contracts Equity contracts Total derivative liabilities As at December 31, 2016 Derivative assets Interest rate contracts Foreign exchange contracts Equity contracts Credit default swaps Total derivative assets Derivative liabilities Interest rate contracts Foreign exchange contracts Equity contracts Total derivative liabilities Fair value Level 1 Level 2 Level 3 $ $ 14,199 527 829 14 $ 15,569 $ $ $ 6,309 1,490 23 $ 7,822 $ – – – – – – – – – $ 13,181 527 768 14 $ 1,018 – 61 – $ 14,490 $ 1,079 $ 6,012 1,490 10 $ 297 – 13 $ 7,512 $ 310 Fair value Level 1 Level 2 Level 3 $ $ 22,602 362 690 18 $ 23,672 $ $ $ 11,984 2,133 34 $ 14,151 $ – – – – – – – – – $ 22,045 361 182 18 $ 557 1 508 – $ 22,606 $ 1,066 $ 11,114 2,133 1 $ 870 – 33 $ 13,248 $ 903 The following table presents a roll forward for net derivative contracts measured at fair value using significant unobservable inputs (Level 3). For the years ended December 31, Balance at the beginning of the year Net realized / unrealized gains (losses) included in: Net income(1) OCI(2) Purchases Settlements Transfers Into Level 3(3) Out of Level 3(3) Currency movement Balance at the end of the year Change in unrealized gains (losses) on instruments still held 2017 2016 $ 163 $ 350 1,082 (9) 22 (103) – (363) (23) 47 40 373 (522) – (116) (9) $ 769 $ 163 $ 832 $ 145 (1) These amounts are included in investment income on the Consolidated Statements of Income. (2) These amounts are included in AOCI on the Consolidated Statements of Financial Position. (3) For derivatives transferred into and out of Level 3, the Company uses the fair value of the items at the end and beginning of the period, respectively. Transfers into Level 3 occur when the inputs used to price the assets and liabilities lack observable market data (versus the previous year). Transfers out of Level 3 occur when the inputs used to price the assets and liabilities become available from observable market data. (b) Hedging relationships The Company uses derivatives for economic hedging purposes. In certain circumstances, these hedges also meet the requirements of hedge accounting. Risk management strategies eligible for hedge accounting are designated as fair value hedges, cash flow hedges or net investment hedges, as described below. Fair value hedges The Company uses interest rate swaps to manage its exposure to changes in the fair value of fixed rate financial instruments due to changes in interest rates. The Company also uses cross currency swaps to manage its exposure to foreign exchange rate fluctuations, interest rate fluctuations, or both. 134 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements The Company recognizes gains and losses on derivatives and the related hedged items in fair value hedges in investment income. These investment gains (losses) are shown in the following table. For the year ended December 31, 2017 Interest rate swaps Foreign currency swaps Total For the year ended December 31, 2016 Interest rate swaps Foreign currency swaps Total Hedged items in qualifying fair value hedging relationships Fixed rate assets Fixed rate liabilities Fixed rate assets Hedged items in qualifying fair value hedging relationships Fixed rate assets Fixed rate liabilities Fixed rate assets Gains (losses) recognized on derivatives Gains (losses) recognized for hedged items $ 2 (17) (2) $ (17) $ (3) 17 4 $ 18 Gains (losses) recognized on derivatives Gains (losses) recognized for hedged items $ (52) (1) – $ (53) $ 30 1 2 $ 33 Ineffectiveness recognized in investment income $ (1) – 2 $ 1 Ineffectiveness recognized in investment income $ (22) – 2 $ (20) Cash flow hedges The Company uses interest rate swaps to hedge the variability in cash flows from variable rate financial instruments and forecasted transactions. The Company also uses cross currency swaps and foreign currency forward contracts to hedge the variability from foreign currency financial instruments and foreign currency expenses. Total return swaps are used to hedge the variability in cash flows associated with certain stock-based compensation awards. Inflation swaps are used to reduce inflation risk generated from inflation-indexed liabilities. The effects of derivatives in cash flow hedging relationships on the Consolidated Statements of Income and the Consolidated Statements of Comprehensive Income are shown in the following table. For the year ended December 31, 2017 Interest rate swaps Foreign currency swaps Forward contracts Equity contracts Total For the year ended December 31, 2016 Interest rate swaps Foreign currency swaps Forward contracts Equity contracts Non-derivative financial instrument Total Hedged items in qualifying cash flow hedging relationships Forecasted liabilities Fixed rate assets Floating rate liabilities Fixed rate liabilities Forecasted expenses Stock-based compensation Hedged items in qualifying cash flow hedging relationships Forecasted liabilities Fixed rate assets Floating rate liabilities Fixed rate liabilities Forecasted expenses Stock-based compensation Forecasted expenses Gains (losses) deferred in AOCI on derivatives Gains (losses) reclassified from AOCI into investment income Ineffectiveness recognized in investment income $ $ – 3 95 35 10 20 $ (17) (1) 50 7 (10) 29 $ 163 $ 58 $ – – – – – – – Gains (losses) deferred in AOCI on derivatives Gains (losses) reclassified from AOCI into investment income Ineffectiveness recognized in investment income $ $ – (4) 47 (15) 7 39 – $ (18) – 23 (8) (14) (1) 3 $ 74 $ (15) $ – – – – – – – – The Company anticipates that net losses of approximately $13 will be reclassified from AOCI to net income within the next 12 months. The maximum time frame for which variable cash flows are hedged is 19 years. Hedges of net investments in foreign operations The Company primarily uses forward currency contracts, cross currency swaps and non-functional currency denominated debt to manage its foreign currency exposures to net investments in foreign operations. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 135 The effects of net investment hedging relationships on the Consolidated Statements of Income and the Consolidated Statements of Other Comprehensive Income are shown in the following table. For the year ended December 31, 2017 Non-functional currency denominated debt Total For the year ended December 31, 2016 Non-functional currency denominated debt Total Gains (losses) deferred in AOCI on derivatives Gains (losses) reclassified from AOCI into investment income Ineffectiveness recognized in investment income $ 355 $ 355 $ $ – – $ $ – – Gains (losses) deferred in AOCI on derivatives Gains (losses) reclassified from AOCI into investment income Ineffectiveness recognized in investment income $ (25) $ (25) $ $ – – $ $ – – (c) Derivatives not designated in qualifying hedge accounting relationships Derivatives used in portfolios supporting insurance contract liabilities are generally not designated in qualifying hedge accounting relationships because the change in the value of the insurance contract liabilities economically hedged by these derivatives is also recorded through net income. Given the changes in fair value of these derivatives and related hedged risks are recognized in investment income as they occur, they generally offset the change in hedged risk to the extent the hedges are economically effective. Interest rate and cross currency swaps are used in the portfolios supporting insurance contract liabilities to manage duration and currency risks. The effects of derivatives not designated in qualifying hedge accounting relationships on the Consolidated Statements of Income are shown in the following table. For the years ended December 31, Investment income (loss) Interest rate swaps Interest rate futures Interest rate options Foreign currency swaps Currency rate futures Forward contracts Equity futures Equity contracts Credit default swaps Total 2017 2016 $ (927) 372 (96) 529 (92) 1,231 (2,190) 153 (4) $ (141) (26) (11) (14) 263 (88) (2,387) (171) 1 $ (1,024) $ (2,574) (d) Embedded derivatives Certain insurance contracts contain features that are classified as embedded derivatives and are measured separately at FVTPL including reinsurance contracts related to guaranteed minimum income benefits and contracts containing certain credit and interest rate features. Certain reinsurance contracts related to guaranteed minimum income benefits contain embedded derivatives requiring separate measurement at FVTPL as the financial component contained in the reinsurance contracts does not contain significant insurance risk. As at December 31, 2017, reinsurance ceded guaranteed minimum income benefits had a fair value of $1,079 (2016 – $1,408) and reinsurance assumed guaranteed minimum income benefits had a fair value of $100 (2016 – $119). Claims recovered under reinsurance ceded contracts offset claims expenses and claims paid on the reinsurance assumed are reported as contract benefits. The Company’s credit and interest rate embedded derivatives promise to pay the returns on a portfolio of assets to the contract holder. These embedded derivatives contain a credit and interest rate risk that is a financial risk embedded in the underlying insurance contract. As at December 31, 2017, these embedded derivatives had a fair value of $123 (2016 – $218). Other financial instruments classified as embedded derivatives but exempt from separate measurement at fair value include variable universal life and variable life products, minimum guaranteed credited rates, no lapse guarantees, guaranteed annuitization options, CPI indexing of benefits, and segregated fund minimum guarantees other than reinsurance ceded/assumed guaranteed minimum income benefits. These embedded derivatives are measured and reported within insurance contract liabilities and are exempt from separate fair value measurement as they contain insurance risk and/or are closely related to the insurance host contract. 136 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Note 6 Income Taxes (a) Components of the income tax expense (recovery) Income tax expenses (recovery) recognized in the Consolidated Statements of Income: For the years ended December 31, Current tax Current year Adjustments to prior year(1) Deferred tax Change related to temporary differences Impact of U.S. Tax Reform Income tax expense (1) Adjustments relating to closure of multiple taxation years Income tax expenses (recovery) recognized in Other Comprehensive Income (“OCI”): For the years ended December 31, Current income tax expense (recovery) Deferred income tax expense (recovery) Income tax expense (recovery) Income tax expenses (recovery) recognized directly in Equity: For the years ended December 31, Current income tax expense (recovery) Deferred income tax expense (recovery) Income tax expense (recovery) 2017 2016 $ 608 (38) $ 659 (228) 570 431 (803) 472 (235) – $ 239 $ 196 2017 $ 116 320 $ 436 2016 $ (72) (25) $ (97) 2017 $ – (2) $ (2) 2016 $ (2) (2) $ (4) The effective income tax rate reflected in the Consolidated Statements of Income varies from the Canadian tax rate of 26.75 per cent for the year ended December 31, 2017 (2016 – 26.75 per cent) and the reasons are disclosed below. Reconciliation of income tax expense For the years ended December 31, Income before income taxes Income tax expense at Canadian statutory tax rate Increase (decrease) in income taxes due to: Tax-exempt investment income Differences in tax rate on income not subject to tax in Canada Recovery of unrecognized tax losses of prior years Adjustments to taxes related to prior years Tax losses and temporary differences not recognized as deferred taxes Impact of U.S. Tax Reform Other differences Income tax expense 2017 2016 $ 2,501 $ 3,329 $ 669 $ 890 (242) (551) – (182) 14 472 59 (229) (366) (10) (206) 22 – 95 $ 239 $ 196 Impact of U.S. Tax Reform On December 22, 2017, the U.S. government enacted new tax legislation effective January 1, 2018. The legislation makes broad and complex changes to the U.S. tax code and accordingly it will take time to assess and interpret the changes. Based on a preliminary understanding of the new legislation, the Company recorded a provisional charge of $1.8 billion, after-tax, for the estimated impact of U.S. Tax Reform on policyholder liabilities and net deferred tax assets, including the reduction in the U.S. federal corporate income tax rate and the impact of specific life insurance regulations which limits the deductibility of reserves for U.S. federal income tax purposes. This provisional charge may change materially in the future, following a more comprehensive review of the legislation, including changes in interpretations and tax assumptions made in the valuation of policy liabilities as well as implementation of and guidance from the Internal Revenue Service and other bodies, and as a result of any future changes or amendments to that legislation. Refer to note 8(g) for the impact of U.S. Tax Reform on the Company’s insurance contract liabilities. (b) Current tax receivable and payable As at December 31, 2017, the Company has approximately $778 of current tax receivable included in other assets (2016 – $446) and a current tax payable of $178 included in other liabilities (2016 – $387). Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 137 (c) Deferred tax assets and liabilities The following table presents the Company’s deferred tax assets and liabilities. As at December, 31 Deferred tax assets Deferred tax liabilities Net deferred tax assets 2017 2016 $ 4,569 (1,281) $ 4,439 (1,359) $ 3,288 $ 3,080 The following table presents significant components of the Company’s deferred tax assets and liabilities. As at December 31, 2017 Loss carry forwards Actuarial liabilities Pensions and post-employment benefits Tax credits Accrued interest Real estate Securities and other investments Sale of investments Goodwill and intangible assets Other Total As at December 31, 2016 Loss carry forwards Actuarial liabilities Pensions and post-employment benefits Tax credits Accrued interest Real estate Securities and other investments Sale of investments Goodwill and intangible assets Other Total Balance, January 1, 2017 Recognized in Income Statement Recognized in Other Comprehensive Income Recognized in Equity Translation and Other Balance, December 31, 2017 $ 942 9,366 352 875 17 (1,396) (6,064) (163) (1,059) 210 $ (311) (1,053) (87) (369) (12) 284 2,172 58 197 (548) $ – (17) (54) – – (9) (239) – – (1) $ 3 – – – (3) – – – – 2 $ (38) (418) (3) (52) (1) 59 324 – 37 287 $ 596 7,878 208 454 1 (1,062) (3,807) (105) (825) (50) $ 3,080 $ 331 $ (320) $ 2 $ 195 $ 3,288 Balance, January 1, 2016 Recognized in Income Statement Recognized in Other Comprehensive Income Recognized in Equity Translation and Other Balance, December 31, 2016 $ 1,493 9,448 329 750 121 (1,812) (6,218) (200) (1,138) 59 $ (515) 244 100 147 (100) 373 (243) 37 58 134 $ – (5) (79) – – – 113 – – (4) $ – (116) – – – – 112 – – 6 $ (36) (205) 2 (22) (4) 43 172 – 21 15 $ 942 9,366 352 875 17 (1,396) (6,064) (163) (1,059) 210 $ 2,832 $ 235 $ 25 $ 2 $ (14) $ 3,080 The total deferred tax assets as at December 31, 2017 of $4,569 (2016 – $4,439) include $4,527 (2016 – $4,403) where the Company has suffered losses in either the current or preceding year and where the recognition is dependent on future taxable profits in the relevant jurisdictions and feasible management actions. As at December 31, 2017, tax loss carryforwards available were approximately $3,164 (2016 – $3,556) of which $2,109 expire between the years 2020 and 2037 while $159 have no expiry date, and capital loss carryforwards available were approximately $8 (2016 – $9) and have no expiry date. A $596 (2016 – $942) tax benefit related to these tax loss carryforwards has been recognized as a deferred tax asset as at December 31, 2017, and a benefit of $171 (2016 – $139) has not been recognized. In addition, the Company has approximately $606 (2016 – $1,039) of tax credit carryforwards which will expire between the years 2030 and 2037 of which a benefit of $152 (2016 – $164) has not been recognized. The total deferred tax liability as at December 31, 2017 was $1,281 (2016 – $1,359). This amount includes the deferred tax liability of consolidated entities. The aggregate amount of taxable temporary differences associated with the Company’s own investments in subsidiaries is not included in the Consolidated Financial Statements and was $11,780 (2016 – $13,102). 138 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Note 7 Goodwill and Intangible Assets (a) Carrying amounts of goodwill and intangible assets As at December 31, 2017 Goodwill Indefinite life intangible assets Brand Fund management contracts and other(1) Finite life intangible assets(2) Distribution networks Customer relationships Software Other Total intangible assets Balance, January 1, 2017 Additions/ disposals Amortization expense Effect of changes in foreign exchange rates Balance, December 31, 2017 $ 5,884 $ 805 785 1,590 1,093 969 494 77 2,633 4,223 – – – – – – 306 – 306 306 $ n/a $ (171) $ 5,713 n/a n/a n/a 47 56 121 5 229 229 (52) (30) (82) (57) (14) (18) (2) (91) (173) 753 755 1,508 989 899 661 70 2,619 4,127 Total goodwill and intangible assets $ 10,107 $ 306 $ 229 $ (344) $ 9,840 As at December 31, 2016 Goodwill Indefinite life intangible assets Brand Fund management contracts and other(1) Finite life intangible assets(2) Distribution networks Customer relationships Software Other Total intangible assets Balance, January 1, 2016 Additions(3)/ disposals(4) Amortization expense Effect of changes in foreign exchange rates Balance, December 31, 2016 $ 5,685 $ 256 $ n/a $ (57) $ 5,884 831 723 1,554 726 947 396 76 2,145 3,699 – 76 76 450 79 229 6 764 840 n/a n/a n/a 50 53 126 5 234 234 (26) (14) (40) (33) (4) (5) – (42) (82) 805 785 1,590 1,093 969 494 77 2,633 4,223 Total goodwill and intangible assets $ 9,384 $1,096 $ 234 $ (139) $ 10,107 (1) For fund management contracts, the significant CGUs to which these were allocated and their associated carrying values were John Hancock Investments and Retirement Plan Services with $367 (2016 – $393) and Canadian Wealth (excluding Manulife Bank of Canada) with $273 (2016 – $273). (2) Gross carrying amount of finite life intangible assets was $1,294 for distribution networks, $1,128 for customer relationships, $1,841 for software and $126 for other (2016 – $1,363, $1,142, $1,581 and $133, respectively). (3) In 2016, acquisitions of Standard Chartered’s MPF business in Hong Kong and Transamerica’s broker-dealer business in the USA led to additions of goodwill of $194 and $59 and intangible assets of $193 and $26, respectively. Commencement of sales through the DBS relationship led to recognition of $536 of distribution networks. (4) In 2016, disposals include impairments of distribution networks for discontinued products of $150 in the U.S. Division. (b) Goodwill impairment testing In the fourth quarter of 2017, the Company completed its annual goodwill impairment testing by determining the recoverable amounts of its businesses using valuation techniques discussed below or based on the most recent detailed similar calculations made in a prior period (refer to notes 1(f) and 7(c)). The Company has determined that there was no impairment of goodwill in 2017 and 2016. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 139 The Company allocates goodwill to cash-generating units (“CGU”) or groups of CGUs. Factors considered when identifying the Company’s CGUs include how the Company is organized to interact with customers, how products are presented and sold, and where interdependencies exist. The following tables present the carrying value of goodwill by CGUs. As at December 31, 2017 CGU or Group of CGUs Asia (excluding Hong Kong and Japan) Hong Kong Japan Insurance and Wealth Canadian Individual Life Canadian Affinity Markets Canadian Wealth (excluding Manulife Bank) Canadian Group Benefits and Group Retirement Solutions International Group Program John Hancock Insurance John Hancock Investments and Retirement Plan Services Manulife Asset Management and Other Total As at December 31, 2016 CGU or Group of CGUs Asia (excluding Hong Kong and Japan) Hong Kong Japan Insurance and Wealth Canadian Individual Life Canadian Affinity Markets Canadian Wealth (excluding Manulife Bank) Canadian Group Benefits and Group Retirement Solutions International Group Program John Hancock Insurance John Hancock Investments and Retirement Plan Services Manulife Asset Management and Other Total Effect of changes in foreign exchange rates $ (6) (14) (12) – – – – (6) (28) (99) (6) $ (171) Effect of changes in foreign exchange rates $ (6) – (1) – – – – (3) (9) (37) (1) Additions/ disposals $ $ – – – – – – – – – – – – Additions/ disposals $ – 194 – – – – – – 59 3 – $ 256 $ (57) Balance, December 31, 2017 $ 154 180 391 155 83 1,085 1,773 84 400 1,121 287 $ 5,713 Balance, December 31, 2016 $ 160 194 403 155 83 1,085 1,773 90 428 1,220 293 $ 5,884 Balance, January 1, 2017 $ 160 194 403 155 83 1,085 1,773 90 428 1,220 293 $ 5,884 Balance, January 1, 2016 $ 166 – 404 155 83 1,085 1,773 93 378 1,254 294 $ 5,685 The valuation techniques, significant assumptions and sensitivities, where applicable, applied in the goodwill impairment testing are described below. (c) Valuation techniques The recoverable amount of each CGU or group of CGUs was based on value-in-use (“VIU”) for the U.S. (John Hancock) based CGUs, the Canadian Individual Life CGU and the Japan Insurance and Wealth CGU. For all other CGUs, fair value less costs to sell (“FVLCS”) was used. When determining if a CGU is impaired, the Company compares its recoverable amount to the allocated capital for that unit, which is aligned with the Company’s internal reporting practices. Under the VIU approach, an embedded appraisal value is determined from a projection of future distributable earnings derived from both the in-force business and new business expected to be sold in the future, and therefore, reflects the economic value for each CGU’s or group of CGUs’ profit potential under a set of assumptions. This approach requires assumptions including sales and revenue growth rates, capital requirements, interest rates, equity returns, mortality, morbidity, policyholder behaviour, tax rates and discount rates. Under the FVLCS approach, the Company determines the fair value of the CGU or group of CGUs using an earnings-based approach which incorporates forecasted earnings, excluding interest and equity market impacts and normalized new business expenses multiplied by an earnings multiple derived from the observable price-to-earnings multiples of comparable financial institutions. The price-to-earnings multiples used by the Company for testing ranged from 10.6 to 14.8 (2016 – 10.3 to 13.8). (d) Significant assumptions To calculate embedded value, the Company discounted projected earnings from in-force contracts and valued 10 years of new business growing at expected plan levels, consistent with the periods used for forecasting long-term businesses such as insurance. In arriving at its projections, the Company considered past experience, economic trends such as interest rates, equity returns and product mix as well as industry and market trends. Where growth rate assumptions for new business cash flows were used in the embedded value calculations, they ranged from negative five per cent to 15 per cent (2016 – negative five per cent to 15 per cent). Interest rate assumptions are based on prevailing market rates at the valuation date. 140 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Tax rates applied to the projections include the impact of internal reinsurance treaties and amounted to 26.8 per cent, 35 per cent and 28.1 per cent (2016 – 26.8 per cent, 35 per cent and 28.2 per cent) for the Canadian, U.S. and Japan jurisdictions, respectively. Tax assumptions are sensitive to changes in tax laws as well as assumptions about the jurisdictions in which profits are earned. It is possible that actual tax rates could differ from those assumed. Discount rates assumed in determining the value-in-use for applicable CGUs or groups of CGUs ranged from nine per cent to 14 per cent on an after-tax basis or 11 per cent to 15 per cent on a pre-tax basis (2016 – nine per cent to 14 per cent on an after-tax basis or 11 per cent to 15 per cent on a pre-tax basis). The key assumptions described above may change as economic and market conditions change, which may lead to impairment charges in the future. Changes in discount rates and cash flow projections used in the determination of embedded values or reductions in market-based earnings multiples may result in impairment charges in the future which could be material. Note 8 Insurance Contract Liabilities and Reinsurance Assets (a) Insurance contract liabilities and reinsurance assets Insurance contract liabilities are reported gross of reinsurance ceded and the ceded liabilities are reported separately as a reinsurance asset. Insurance contract liabilities include actuarial liabilities, benefits payable, provision for unreported claims and policyholder amounts on deposit. The components of gross and net insurance contract liabilities are shown below. As at December 31, Gross insurance contract liabilities Gross benefits payable and provision for unreported claims Gross policyholder amounts on deposit Gross insurance contract liabilities Reinsurance assets Net insurance contract liabilities 2017 2016 $ 291,767 3,376 9,462 $ 284,778 3,309 9,418 304,605 (30,359) 297,505 (34,952) $ 274,246 $ 262,553 Net insurance contract liabilities represent the amount which, together with estimated future premiums and net investment income, will be sufficient to pay estimated future benefits, policyholder dividends and refunds, taxes (other than income taxes) and expenses on policies in-force net of reinsurance premiums and recoveries. Net insurance contract liabilities are determined using CALM, as required by the Canadian Institute of Actuaries. The determination of net insurance contract liabilities is based on an explicit projection of cash flows using current assumptions for each material cash flow item. Investment returns are projected using the current asset portfolios and projected reinvestment strategies. Each assumption is based on the best estimate adjusted by a margin for adverse deviation. For fixed income returns, this margin is established by scenario testing a range of prescribed and company-developed scenarios consistent with Canadian Actuarial Standards of Practice. For all other assumptions, this margin is established by directly adjusting the best estimate assumption. Cash flows used in the net insurance contract liabilities valuation adjust the gross policy cash flows to reflect projected cash flows from ceded reinsurance. The cash flow impact of ceded reinsurance varies depending upon the amount of reinsurance, the structure of reinsurance treaties, the expected economic benefit from treaty cash flows and the impact of margins for adverse deviation. Gross insurance contract liabilities are determined by discounting gross policy cash flows using the same discount rate as the net CALM model discount rate. The reinsurance asset is determined by taking the difference between the gross insurance contract liabilities and the net insurance contract liabilities. The reinsurance asset represents the benefit derived from reinsurance arrangements in force at the date of the Consolidated Statements of Financial Position. The period used for the projection of cash flows is the policy lifetime for most individual insurance contracts. For other types of contracts, a shorter projection period may be used, with the contract generally ending at the earlier of the first renewal date on or after the Consolidated Statements of Financial Position date where the Company can exercise discretion in renewing its contractual obligations or terms of those obligations and the renewal or adjustment date that maximizes the insurance contract liabilities. For segregated fund products with guarantees, the projection period is generally set as the period that leads to the largest insurance contract liability. Where the projection period is less than the policy lifetime, insurance contract liabilities may be reduced by an allowance for acquisition expenses expected to be recovered from policy cash flows beyond the projection period used for the liabilities. Such allowances are tested for recoverability using assumptions that are consistent with other components of the actuarial valuation. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 141 (b) Composition The composition of insurance contract liabilities and reinsurance assets by line of business and reporting segment is as follows. Gross insurance contract liabilities As at December 31, 2017 Asia division Canadian division U.S. division Corporate and Other Individual insurance Participating Non- participating $ 32,737 $ 22,705 34,091 57,599 (515) 11,132 8,569 – Annuities and pensions $ 4,366 19,141 26,161 48 Other insurance contract liabilities(1) Total, net of reinsurance ceded Total reinsurance ceded $ 2,435 $ 62,243 76,198 135,851 (46) 11,834 43,522 421 $ 911 (676) 29,952 172 Total, gross of reinsurance ceded $ 63,154 75,522 165,803 126 Total, net of reinsurance ceded 52,438 113,880 49,716 58,212 274,246 $30,359 $304,605 Total reinsurance ceded 11,492 11,238 6,539 1,090 30,359 Total, gross of reinsurance ceded $ 63,930 $ 125,118 $ 56,255 $ 59,302 $ 304,605 As at December 31, 2016 Asia division Canadian division U.S. division Corporate and Other Individual insurance Participating Non- participating $ 29,520 $ 18,799 31,790 56,484 (833) 10,974 9,419 – Annuities and pensions $ 3,599 19,620 28,529 62 Other insurance contract liabilities(1) Total, net of reinsurance ceded Total reinsurance ceded $ 2,649 $ 54,567 73,384 135,192 (590) 11,000 40,760 181 $ 880 593 33,220 259 Total, gross of reinsurance ceded $ 55,447 73,977 168,412 (331) Total, net of reinsurance ceded 49,913 106,240 51,810 54,590 262,553 $34,952 $297,505 Total reinsurance ceded 13,558 12,122 8,159 1,113 34,952 Total, gross of reinsurance ceded $ 63,471 $ 118,362 $ 59,969 $ 55,703 $ 297,505 (1) Other insurance contract liabilities include group insurance and individual and group health including long-term care insurance. Separate sub-accounts were established for participating policies in-force at the demutualization of MLI and John Hancock Mutual Life Insurance Company. These sub-accounts permit this participating business to be operated as separate “closed blocks” of participating policies. As at December 31, 2017, $28,135 (2016 – $29,108) of both assets and insurance contract liabilities were related to these closed blocks of participating policies. (c) Assets backing insurance contract liabilities, other liabilities and capital Assets are segmented and matched to liabilities with similar underlying characteristics by product line and major currency. The Company has established target investment strategies and asset mixes for each asset segment supporting insurance contract liabilities which take into account the risk attributes of the liabilities supported by the assets and expectations of market performance. Liabilities with rate and term guarantees are predominantly backed by fixed-rate instruments on a cash flow matching basis for a targeted duration horizon. Longer duration cash flows on these liabilities as well as on adjustable products such as participating life insurance are backed by a broader range of asset classes, including equity and alternative long-duration investments. The Company’s capital is invested in a range of debt and equity investments, both public and private. Changes in the fair value of assets backing net insurance contract liabilities, that the Company considers to be other than temporary, would have a limited impact on the Company’s net income wherever there is an effective matching of assets and liabilities, as these changes would be substantially offset by corresponding changes in the value of net insurance contract liabilities. The fair value of assets backing net insurance contract liabilities as at December 31, 2017, excluding reinsurance assets, was estimated at $278,521 (2016 – $266,119). The fair value of assets backing capital and other liabilities as at December 31, 2017 was estimated at $456,278 (2016 – $459,256). 142 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements The carrying value of total assets backing net insurance contract liabilities, other liabilities and capital was as follows. As at December 31, 2017 Assets Debt securities Public equities Mortgages Private placements Real estate Other Total As at December 31, 2016 Assets Debt securities Public equities Mortgages Private placements Real estate Other Total Individual insurance Participating Non- participating Annuities and pensions Other insurance contract liabilities(1) Other liabilities(2) Capital(3) Total $ 27,946 $ 63,128 5,855 10,286 12,128 6,198 16,285 9,264 2,017 3,645 2,963 6,603 $ 26,621 171 7,009 8,059 1,136 6,720 $ 25,211 $ 332 6,891 7,739 2,516 15,523 6,635 $ 24,459 $ 174,000 21,545 4,894 1,029 44,742 63 18,476 32,132 194 367 13,810 228 769 443,304 20,821 377,352 $ 52,438 $ 113,880 $ 49,716 $ 58,212 $ 404,628 $ 50,659 $ 729,533 Individual insurance Participating Non- participating Annuities and pensions Other insurance contract liabilities(1) Other liabilities(2) Capital(3) Total $ 27,473 $ 56,765 5,401 10,008 10,823 6,397 16,846 8,055 2,110 3,277 2,811 6,187 $ 26,331 213 8,135 7,096 1,480 8,555 $ 23,012 $ 351 5,554 7,070 2,561 16,042 9,965 $ 25,076 $ 168,622 19,496 4,744 44,193 75 29,729 191 14,132 270 444,509 19,879 732 18,311 1,272 613 377,000 $ 49,913 $ 106,240 $ 51,810 $ 54,590 $ 407,893 $ 50,235 $ 720,681 (1) Other insurance contract liabilities include group insurance and individual and group health including long-term care insurance. (2) Other liabilities are non-insurance contract liabilities which include segregated funds, bank deposits, long-term debt, deferred tax liabilities, derivatives, investment contracts, embedded derivatives and other miscellaneous liabilities. (3) Capital is defined in note 14. (d) Significant insurance contract liability valuation assumptions The determination of insurance contract liabilities involves the use of estimates and assumptions. Insurance contract liabilities have two major components: a best estimate amount and a provision for adverse deviation. Best estimate assumptions Best estimate assumptions are made with respect to mortality and morbidity, investment returns, rates of policy termination, operating expenses and certain taxes. Actual experience is monitored to ensure that assumptions remain appropriate and assumptions are changed as warranted. Assumptions are discussed in more detail in the following table. Nature of factor and assumption methodology Risk management Mortality and morbidity Mortality relates to the occurrence of death. Mortality is a key assumption for life insurance and certain forms of annuities. Mortality assumptions are based on the Company’s internal experience as well as past and emerging industry experience. Assumptions are differentiated by sex, underwriting class, policy type and geographic market. Assumptions are made for future mortality improvements. Morbidity relates to the occurrence of accidents and sickness for insured risks. Morbidity is a key assumption for long-term care insurance, disability insurance, critical illness and other forms of individual and group health benefits. Morbidity assumptions are based on the Company’s internal experience as well as past and emerging industry experience and are established for each type of morbidity risk and geographic market. Assumptions are made for future morbidity improvements. The Company maintains underwriting standards to determine the insurability of applicants. Claim trends are monitored on an ongoing basis. Exposure to large claims is managed by establishing policy retention limits, which vary by market and geographic location. Policies in excess of the limits are reinsured with other companies. Mortality is monitored monthly and the overall 2017 experience was unfavourable (2016 – unfavourable) when compared to the Company’s assumptions. Morbidity is also monitored monthly and the overall 2017 experience was unfavourable (2016 – unfavourable) when compared to the Company’s assumptions. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 143 Nature of factor and assumption methodology Risk management Investment returns The Company segments assets to support liabilities by business segment and geographic market and establishes investment strategies for each liability segment. Projected cash flows from these assets are combined with projected cash flows from future asset purchases/sales to determine expected rates of return on these assets for future years. Investment strategies are based on the target investment policies for each segment and the reinvestment returns are derived from current and projected market rates for fixed income investments and a projected outlook for other alternative long-duration assets. Investment return assumptions include expected future asset credit losses on fixed income investments. Credit losses are projected based on past experience of the Company and industry as well as specific reviews of the current investment portfolio. Investment return assumptions for each asset class and geographic market also incorporate expected investment management expenses that are derived from internal cost studies. The costs are attributed to each asset class to develop unitized assumptions per dollar of asset for each asset class and geographic market. The Company’s policy of closely matching asset cash flows with those of the corresponding liabilities is designed to mitigate the Company’s exposure to future changes in interest rates. The interest rate risk positions in business segments are monitored on an ongoing basis. Under CALM, the reinvestment rate is developed using interest rate scenario testing and reflects the interest rate risk positions. In 2017, the movement in interest rates negatively (2016 – negatively) impacted the Company’s net income. This negative impact was driven by reductions in corporate spreads and increase in swap spreads, partially offset by the impact of risk free interest rate movements on policy liabilities. The exposure to credit losses is managed against policies that limit concentrations by issuer, corporate connections, ratings, sectors and geographic regions. On participating policies and some non-participating policies, credit loss experience is passed back to policyholders through the investment return crediting formula. For other policies, premiums and benefits reflect the Company’s assumed level of future credit losses at contract inception or most recent contract adjustment date. The Company holds explicit provisions in actuarial liabilities for credit risk including provisions for adverse deviation. In 2017, credit loss experience on debt securities and mortgages was favourable (2016 – favourable) when compared to the Company’s assumptions. Equities, real estate and other alternative long-duration assets are used to support liabilities where investment return experience is passed back to policyholders through dividends or credited investment return adjustments. Equities, real estate, oil and gas and other alternative long-duration assets are also used to support long-dated obligations in the Company’s annuity and pension businesses and for long- dated insurance obligations on contracts where the investment return risk is borne by the Company. In 2017, investment experience on alternative long-duration assets backing policyholder liabilities was unfavourable (2016 – unfavourable) primarily due to losses on real estate, oil and gas properties and timber and agriculture properties, partially offset by gains on private equities. In 2017, alternative long-duration asset origination exceeded (2016 – exceeded) valuation requirements. In 2017, for the business that is dynamically hedged, segregated fund guarantee experience on residual, non-dynamically hedged market risks was favourable (2016 – unfavourable). For the business that is not dynamically hedged, experience on segregated fund guarantees due to changes in the market value of assets under management was also favourable (2016 – unfavourable). This excludes the experience on the macro equity hedges. In 2017, investment expense experience was unfavourable (2016 – favourable) when compared to the Company’s assumptions. 144 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Nature of factor and assumption methodology Risk management Policyholder behaviour Expenses and taxes Policyholder dividends, experience rating refunds, and other adjustable policy elements Foreign currency Policies are terminated through lapses and surrenders, where lapses represent the termination of policies due to non-payment of premiums and surrenders represent the voluntary termination of policies by policyholders. Premium persistency represents the level of ongoing deposits on contracts where there is policyholder discretion as to the amount and timing of deposits. Policy termination and premium persistency assumptions are primarily based on the Company’s recent experience adjusted for expected future conditions. Assumptions reflect differences by type of contract within each geographic market. Operating expense assumptions reflect the projected costs of maintaining and servicing in-force policies, including associated overhead expenses. The expenses are derived from internal cost studies projected into the future with an allowance for inflation. For some developing businesses, there is an expectation that unit costs will decline as these businesses grow. Taxes reflect assumptions for future premium taxes and other non-income related taxes. For income taxes, policy liabilities are adjusted only for temporary tax timing and permanent tax rate differences on the cash flows available to satisfy policy obligations. The best estimate projections for policyholder dividends and experience rating refunds, and other adjustable elements of policy benefits are determined to be consistent with management’s expectation of how these elements will be managed should experience emerge consistently with the best estimate assumptions used for mortality and morbidity, investment returns, rates of policy termination, operating expenses and taxes. Foreign currency risk results from a mismatch of the currency of liabilities and the currency of the assets designated to support these obligations. Where a currency mismatch exists, the assumed rate of return on the assets supporting the liabilities is reduced to reflect the potential for adverse movements in foreign exchange rates. The Company seeks to design products that minimize financial exposure to lapse, surrender and other policyholder behaviour risk. The Company monitors lapse, surrender and other policyholder behaviour experience. In aggregate, 2017 policyholder behaviour experience was unfavourable (2016 – unfavourable) when compared to the Company’s assumptions used in the computation of actuarial liabilities. The Company prices its products to cover the expected costs of servicing and maintaining them. In addition, the Company monitors expenses monthly, including comparisons of actual expenses to expense levels allowed for in pricing and valuation. Maintenance expenses for 2017 were unfavourable (2016 – unfavourable) when compared to the Company’s assumptions used in the computation of actuarial liabilities. The Company prices its products to cover the expected cost of taxes. The Company monitors policy experience and adjusts policy benefits and other adjustable elements to reflect this experience. Policyholder dividends are reviewed annually for all businesses under a framework of Board-approved policyholder dividend policies. The Company generally matches the currency of its assets with the currency of the liabilities they support, with the objective of mitigating the risk of loss arising from movements in currency exchange rates. The Company’s practice is to review actuarial assumptions on an annual basis as part of its review of methods and assumptions. Where changes are made to assumptions (refer to note 8(h)), the full impact is recognized in income immediately. (e) Sensitivity of insurance contract liabilities to changes in non-economic assumptions The sensitivity of net income attributed to shareholders to changes in non-economic assumptions underlying insurance contract liabilities is shown below, assuming that there is a simultaneous change in the assumption across all business units. In practice, experience for each assumption will frequently vary by geographic market and business and assumption updates are made on a business/geographic specific basis. Actual results can differ materially from these estimates for a variety of reasons including the interaction among these factors when more than one changes; changes in actuarial and investment return and future investment activity assumptions; changes in business mix, effective tax rates and other market factors; and the general limitations of internal models. Potential impact on net income attributed to shareholders arising from changes to non-economic assumptions(1),(2) As at December 31, Policy related assumptions 2% adverse change in future mortality rates(3),(5) Products where an increase in rates increases insurance contract liabilities Products where a decrease in rates increases insurance contract liabilities 5% adverse change in future morbidity rates(4),(5) 10% adverse change in future termination rates(5) 5% increase in future expense levels Decrease in net income attributable to shareholders 2017 2016 $ (400) (400) (3,900) (2,000) (500) $ (400) (500) (3,700) (1,900) (500) Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 145 (1) The sensitivities as at December 31, 2017 include the impact of lower U.S. corporate tax rates effective January 1, 2018. (2) The participating policy funds are largely self-supporting and generate no material impact on net income attributed to shareholders as a result of changes in non-economic assumptions. Experience gains or losses would generally result in changes to future dividends, with no direct impact to shareholders. (3) An increase in mortality rates will generally increase policy liabilities for life insurance contracts whereas a decrease in mortality rates will generally increase policy liabilities for policies with longevity risk such as payout annuities. (4) No amounts related to morbidity risk are included for policies where the policy liability provides only for claims costs expected over a short period, generally less than one year, such as Group Life and Health. (5) The impacts of the sensitivities on long-term care for morbidity, mortality and lapse are assumed to be moderated by partial offsets from the Company’s ability to contractually raise premium rates in such events, subject to state regulatory approval. (f) Provision for adverse deviation assumptions The assumptions made in establishing insurance contract liabilities reflect expected best estimates of future experience. To recognize the uncertainty in these best estimate assumptions, to allow for possible misestimation of and deterioration in experience and to provide a greater degree of assurance that the insurance contract liabilities are adequate to pay future benefits, the Appointed Actuary is required to include a margin in each assumption. Margins are released into future earnings as the policy is released from risk. Margins for interest rate risk are included by testing a number of scenarios of future interest rates. The margin can be established by testing a limited number of scenarios, some of which are prescribed by the Canadian Actuarial Standards of Practice, and determining the liability based on the worst outcome. Alternatively, the margin can be set by testing many scenarios, which are developed according to actuarial guidance. Under this approach the liability would be the average of the outcomes above a percentile in the range prescribed by the Canadian Actuarial Standards of Practice. Specific guidance is also provided for other risks such as market, credit, mortality and morbidity risks. For other risks which are not specifically addressed by the Canadian Institute of Actuaries, a range is provided of five per cent to 20 per cent of the expected experience assumption. The Company uses assumptions within the permissible ranges, with the determination of the level set considering the risk profile of the business. On occasion, in specific circumstances for additional prudence, a margin may exceed the high end of the range, which is permissible under the Canadian Actuarial Standards of Practice. This additional margin would be released if the specific circumstances which led to it being established were to change. Each margin is reviewed annually for continued appropriateness. (g) Change in insurance contract liabilities The change in insurance contract liabilities was a result of the following business activities and changes in actuarial estimates. For the year ended December 31, 2017 Balance, January 1 New policies(2) Normal in-force movement(2) Changes in methods and assumptions(2) Impact of U.S. Tax Reform(2),(3) Increase due to decision to change the portfolio asset mix supporting legacy businesses(2),(4) Impact of changes in foreign exchange rates Balance, December 31 For the year ended December 31, 2016 Balance, January 1 New policies(5) Normal in-force movement(5) Changes in methods and assumptions(5) Impact of changes in foreign exchange rates Balance, December 31 Other insurance contract liabilities (1) Net insurance contract liabilities Reinsurance assets Gross insurance contract liabilities Net actuarial liabilities $ 251,738 $ 10,815 $ 262,553 3,545 16,122 277 2,246 3,545 15,192 305 2,246 – 930 (28) – $ 34,952 $ 297,505 3,986 13,025 324 2,246 441 (3,097) 47 – 1,340 (11,275) – (562) 1,340 (11,837) 43 (2,027) 1,383 (13,864) $ 263,091 $ 11,155 $ 274,246 $ 30,359 $ 304,605 Other insurance contract liabilities (1) Net insurance contract liabilities Reinsurance assets Gross insurance contract liabilities Net actuarial liabilities $ 239,812 $ 10,050 $ 249,862 3,617 13,673 655 (5,254) 3,617 12,579 709 (4,979) – 1,094 (54) (275) $ 35,426 $ 285,288 3,911 13,268 1,354 (6,316) 294 (405) 699 (1,062) $ 251,738 $ 10,815 $ 262,553 $ 34,952 $ 297,505 (1) Other insurance contract liabilities are comprised of benefits payable and provision for unreported claims and policyholder amounts on deposit. (2) In 2017, the $20,023 increase reported as the change in insurance contract liabilities on the Consolidated Statements of Income primarily consists of changes due to normal in-force movement, new policies, changes in methods and assumptions, the impact of U.S. Tax Reform and the increase due to the decision to change the portfolio asset mix supporting legacy businesses. These five items in the gross insurance contract liabilities column of this table net to an increase of $20,964, of which $20,212 is included in the Consolidated Statements of Income increase in insurance contract liabilities and $752 is included in gross claims and benefits. The Consolidated Statements of Income change in insurance contract liabilities also includes the change in embedded derivatives associated with insurance contracts. (3) The impact of U.S. Tax Reform, which includes the lowering of the U.S. corporate tax rate from 35% to 21% and limits on the tax deductibility of reserves, resulted in a $2,246 pre-tax ($1,774 post-tax) increase in policy liabilities due to the impact of temporary tax timing and permanent tax rate differences on the cash flows available to satisfy policyholder obligations. The $472 deferred tax impact on this increase in policy liabilities, together with the impact of U.S. Tax Reform on the Company’s deferred tax assets and liabilities is included in note 6. 146 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (4) The decision to reduce the allocation to ALDA in the portfolio asset mix supporting the Company’s North American legacy businesses resulted in an increase in policy liabilities due to the impact on future expected investment income on assets supporting the policies. (5) In 2016, the $18,014 increase reported as the change in insurance contract liabilities on the Consolidated Statements of Income primarily consists of changes due to normal in-force movement, new policies and changes in methods and assumptions. These three items in the gross insurance contract liabilities column of this table net to an increase of $18,533, of which $17,529 is included in the Consolidated Statements of Income increase in insurance contract liabilities and $1,004 is included in gross claims and benefits. The Consolidated Statements of Income change in insurance contract liabilities also includes the change in embedded derivatives associated with insurance contracts. (h) Actuarial methods and assumptions A comprehensive review of valuation assumptions and methods is performed annually. The review is designed to reduce the Company’s exposure to uncertainty by ensuring assumptions for both asset related and liability related risks remain appropriate. This is accomplished by monitoring experience and updating assumptions which represent a best estimate view of future experience, and margins that are appropriate for the risks assumed. While the assumptions selected represent the Company’s current best estimates and assessment of risk, the ongoing monitoring of experience and the economic environment is likely to result in future changes to the valuation assumptions, which could be material. Annual Review 2017 The quantification of the impact of the 2017 comprehensive review of valuation methods and assumptions is as of July 1, 2017 for all lines of business. The 2017 full year review of actuarial methods and assumptions resulted in an increase in insurance and investment contract liabilities of $277, net of reinsurance, and a decrease in net income attributed to shareholders of $35 post-tax. These charges exclude the impacts of the U.S. Tax Reform and reducing the allocation to ALDA in the Company’s portfolio asset mix. The charge to net income in the fourth quarter of 2017 for these two items was $2.8 billion, which primarily related to the post-tax change in policy liabilities. Refer to notes 6 and 8(g) for further details. For the year ended December 31, 2017 Mortality and morbidity updates Lapses and policyholder behaviour Other updates ALDA and public equity investment return assumptions Corporate spread assumptions Refinements to liability and tax cash flows Other Change in gross insurance and investment contract liabilities Change in insurance and investment contract liabilities net of reinsurance(1) Change in net income attributed to shareholders (post-tax) $ (219) 1,057 1,403 (554) (1,273) (90) $ (254) 1,019 $ 299 (783) 1,296 (515) (1,049) (220) (892) 344 696 301 Net impact $ 324 $ 277 $ (35) (1) The $277 increase in insurance and investment contract liabilities net of reinsurance, included an increase in net liabilities associated with participating insurance business resulting in a charge to net income attributed to participating policyholders of $88. Mortality and morbidity updates Mortality and morbidity updates resulted in a $299 benefit to net income attributed to shareholders. The Company completed a detailed review of the mortality assumptions for its U.S. life insurance business which resulted in a $384 charge to net income attributed to shareholders. Assumptions were increased, particularly at older ages, reflecting both industry and the Company’s own experience. Updates to actuarial standards related to future mortality improvement, and the review of mortality improvement assumptions globally, resulted in a $264 benefit to net income attributed to shareholders primarily in Canada and Asia. The updated actuarial standards include a diversification benefit for the determination of margins for adverse deviation which recognizes the offsetting impact of longevity and mortality risk. The Company completed a detailed review of mortality assumptions for its Canadian retail insurance business which resulted in a $222 benefit to net income attributed to shareholders. Other updates to mortality and morbidity assumptions led to a $197 benefit to net income attributed to shareholders. These updates included a reduction in the margins for adverse deviation applied to morbidity assumptions for certain medical insurance products in Japan. Updates to lapses and policyholder behaviour Updates to lapses and policyholder behaviour assumptions resulted in a $783 charge to net income attributed to shareholders. In Canadian retail insurance, lapse assumptions were reduced for certain universal life products to reflect recent experience, leading to a $315 charge to net income attributed to shareholders. For Canadian segregated fund guaranteed minimum withdrawal benefit lapses, incidence and utilization assumptions were updated to reflect recent experience which led to a $242 charge to net income attributed to shareholders. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 147 Other updates to lapse and policyholder behaviour assumptions were made across several product lines including a reduction in lapse assumptions for the Company’s whole life insurance products in Japan, leading to a $226 charge to net income attributed to shareholders. Other updates Other updates resulted in a $449 benefit to net income attributed to shareholders. The Company reviewed its investment return assumptions for ALDA and public equities, which in aggregate led to a reduction in return assumptions and a $892 charge to net income attributed to shareholders. The Company also reviewed future corporate spread assumptions, which led to a $344 benefit to net income attributed to shareholders. Refinements to the projection of the Company’s liability and tax cash flows in the U.S. resulted in a $696 benefit to net income attributed to shareholders. These changes included refinements to the projection of policyholder crediting rates for certain universal life insurance products. Other refinements resulted in a $301 benefit to net income attributed to shareholders. These changes included a review of provisions for reinsurance counterparty credit risk and several other refinements to the projection of both the Company’s asset and liability cash flows. Annual Review 2016 The 2016 full year review of actuarial methods and assumptions resulted in an increase in insurance and investment contract liabilities of $655, net of reinsurance, and a decrease in net income attributed to shareholders of $453 post-tax. For the year ended December 31, 2016 JH Long-Term Care triennial review Mortality and morbidity updates Lapses and policyholder behaviour U.S. Variable Annuities guaranteed minimum withdrawal benefit incidence and utilization Other lapses and policyholder behaviour Economic reinvestment assumptions Other updates Net impact Change in gross insurance and investment contract liabilities Change in insurance and investment contract liabilities net of reinsurance Change in net income attributed to shareholders (post-tax) $ 696 (12) $ 696 (53) $ (452) 76 (1,024) 516 459 719 (1,024) 431 443 162 665 (356) (313) (73) $ 1,354 $ 655 $ (453) Long-Term Care triennial review U.S. Insurance completed a comprehensive Long-Term Care experience study. This included a review of mortality, morbidity and lapse experience, as well as the reserve for in-force rate increases filed as a result of the 2013 review. In addition, the Company implemented refinements to the modelling of future tax cash flows for long-term care. The net impact of the review was a $452 charge to net income attributed to shareholders. Expected future claims costs increased primarily due to claims periods being longer than expected in policy liabilities, and a reduction in lapse and mortality rates. This increase in expected future claims costs was partially offset by a number of items, including expected future premium increases resulting from this year’s review and a decrease in the margin for adverse deviations related to the rate of inflation embedded in the Company’s benefit utilization assumptions. The review of premium increases assumed in policy liabilities resulted in a benefit to earnings of $1.0 billion; this includes future premium increases that are due to the 2016 review of morbidity, mortality and lapse assumptions, and outstanding amounts from the Company’s 2013 state filings. Premium increases averaging approximately 20 per cent will be sought on the vast majority of the in-force business, excluding the carryover of 2013 amounts requested. The Company’s assumptions reflect the estimated timing and amount of state approved premium increases. The actual experience obtaining price increases could be materially different than the Company has assumed, resulting in further increases or decreases in policy liabilities which could be material. Mortality and morbidity updates Mortality and morbidity assumptions were updated across several business units to reflect recent experience, including updates to morbidity assumptions for certain medical insurance products in Japan, leading to a $76 benefit to net income attributed to shareholders. Updates to lapses and policyholder behaviour U.S. Variable Annuities guaranteed minimum withdrawal benefit incidence and utilization assumptions were updated to reflect recent experience which led to a $665 benefit to net income attributed to shareholders. The Company updated its incidence assumptions to reflect the favourable impact of policyholders taking withdrawals later than expected. This was partially offset by an increase in the Company’s utilization assumptions. 148 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements In Japan, lapse rates for term life insurance products were increased at certain durations which led to a $228 charge to net income attributed to shareholders. Other updates to lapse and policyholder behavior assumptions were made across several product lines, including term products in Canada, which led to a $128 charge to net income attributed to shareholders. Updates to economic reinvestment assumptions The Company updated economic reinvestment assumptions for risk free rates used in the valuation of policy liabilities which resulted in a $313 charge to net income attributed to shareholders. These updates included a proactive ten basis point reduction in the Company’s ultimate reinvestment rate (“URR”) assumptions and a commensurate change in the calibration criteria for stochastic risk- free rates. These updates reflect the fact that interest rates are lower than they were when the current prescribed URR and calibration criteria for stochastic risk-free rates were promulgated by the Actuarial Standards Board (“ASB”) in 2014. The ASB has indicated that it will update the promulgation periodically, when necessary. The Company expects the promulgation to be updated in 2017 and, if required, it will make further updates to its economic reinvestment assumptions at that time. Other updates Other model refinements related to the projection of both asset and liability cash flows across several business units led to a $73 charge to net income attributed to shareholders. This included a charge due to refinements to the Company’s CALM models and assumptions offset by a benefit due to refinements to the modelling of future tax cash flows for certain assets in the U.S. (i) Insurance contracts contractual obligations Insurance contracts give rise to obligations fixed by agreement. As at December 31, 2017, the Company’s contractual obligations and commitments relating to insurance contracts are as follows. Payments due by period Insurance contract liabilities(1) Less than 1 year 1 to 3 years 3 to 5 years Over 5 years Total $ 9,788 $ 11,236 $ 17,153 $ 703,877 $ 742,054 (1) Insurance contract liability cash flows include estimates related to the timing and payment of death and disability claims, policy surrenders, policy maturities, annuity payments, minimum guarantees on segregated fund products, policyholder dividends, commissions and premium taxes offset by contractual future premiums on in-force contracts. These estimated cash flows are based on the best estimate assumptions used in the determination of insurance contract liabilities. These amounts are undiscounted and reflect recoveries from reinsurance agreements. Due to the use of assumptions, actual cash flows may differ from these estimates. Cash flows include embedded derivatives measured separately at fair value. (j) Gross claims and benefits The following table presents a breakdown of gross claims and benefits. For the years ended December 31, Death, disability and other claims Maturity and surrender benefits Annuity payments Policyholder dividends and experience rating refunds Net transfers from segregated funds Total Note 9 Investment Contract Liabilities 2017 2016 $ 14,871 6,302 4,470 1,085 (1,734) $ 13,819 6,697 4,310 1,111 (878) $ 24,994 $ 25,059 Investment contract liabilities are contractual obligations that do not contain significant insurance risk. Those contracts are measured at either fair value or at amortized cost. (a) Investment contract liabilities measured at fair value Investment contract liabilities measured at fair value include certain investment savings and pension products sold primarily in Hong Kong and China. The following table presents movement in investment contract liabilities measured at fair value during the year. For the years ended December 31, Balance, January 1 New policies Changes in market conditions Redemptions, surrenders and maturities Impact of changes in foreign exchange rates Balance, December 31 2017 $ 631 50 76 (72) (46) $ 639 2016 $ 785 53 (103) (83) (21) $ 631 (b) Investment contract liabilities measured at amortized cost Investment contract liabilities measured at amortized cost include several fixed annuity products sold in Canada and U.S. fixed annuity products that provide guaranteed income payments for a contractually determined period of time and are not contingent on survivorship. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 149 Investment contract liabilities measured at amortized cost are shown below. The fair value associated with these contracts is also shown for comparative purposes. As at December 31, U.S. fixed annuity products Canadian fixed annuity products Investment contract liabilities 2017 2016 Amortized cost $ 1,282 1,205 $ 2,487 Fair value $ 1,433 1,354 $ 2,787 Amortized cost $ 1,412 1,232 $ 2,644 Fair value $ 1,516 1,389 $ 2,905 The changes in investment contract liabilities measured at amortized cost was a result of the following business activities. For the years ended December 31, Balance, January 1 Policy deposits Interest Withdrawals Fees Other Impact of changes in foreign exchange rates Balance, December 31 2017 2016 $ 2,644 68 100 (232) (1) (1) (91) $ 2,712 112 100 (235) (1) 1 (45) $ 2,487 $ 2,644 Carrying value of fixed annuity products is amortized at a rate that exactly discounts the projected actual cash flows to the net carrying amount of the liability at the date of issue. Fair value of fixed annuity products is determined by projecting cash flows according to the contract terms and discounting the cash flows at current market rates adjusted for the Company’s own credit standing. All investment contracts were categorized in Level 2 of the fair value hierarchy (2016 – Level 2). (c) Investment contracts contractual obligations Investment contracts give rise to obligations fixed by agreement. As at December 31, 2017, the Company’s contractual obligations and commitments relating to investment contracts are as follows. Payments due by period Investment contract liabilities(1) Less than 1 year 1 to 3 years 3 to 5 years Over 5 years Total $ 283 $ 536 $ 481 $ 3,944 $ 5,244 (1) Due to the nature of the products, the timing of net cash flows may be before contract maturity. Cash flows are undiscounted. Note 10 Risk Management The Company’s policies and procedures for managing risk related to financial instruments are presented in the “Risk Management” section of the Company’s MD&A for the year ended December 31, 2017. Specifically, these disclosures are included in “Market Risk” and “Liquidity Risk” in that section. These disclosures are in accordance with IFRS 7 “Financial Instruments: Disclosures” and therefore, only the shaded text and tables in the “Risk Management” section form an integral part of these Consolidated Financial Statements. (a) Credit risk Credit risk is the risk of loss due to inability or unwillingness of a borrower, or counterparty, to fulfill its payment obligations. Worsening regional and global economic conditions, segment or industry sector challenges, or company specific factors could result in defaults or downgrades and could lead to increased provisions or impairments related to the Company’s general fund invested assets, derivative financial instruments and reinsurance assets and an increase in provisions for future credit impairments that are included in actuarial liabilities. The Company’s exposure to credit risk is managed through risk management policies and procedures which include a defined credit evaluation and adjudication process, delegated credit approval authorities and established exposure limits by borrower, corporate connection, credit rating, industry and geographic region. The Company measures derivative counterparty exposure as net potential credit exposure, which takes into consideration mark-to-market values of all transactions with each counterparty, net of any collateral held, and an allowance to reflect future potential exposure. Reinsurance counterparty exposure is measured reflecting the level of ceded liabilities. The Company also ensures where warranted, that mortgages, private placements and loans to Bank clients are secured by collateral, the nature of which depends on the credit risk of the counterparty. An allowance for losses on loans is established when a loan becomes impaired. Allowances for loan losses are calculated to reduce the carrying value of the loans to estimated net realizable value. The establishment of such allowances takes into consideration normal 150 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements historical credit loss levels and future expectations, with an allowance for adverse deviations. In addition, policy liabilities include general provisions for credit losses from future asset impairments. Impairments are identified through regular monitoring of all credit related exposures, considering such information as general market conditions, industry and borrower specific credit events and any other relevant trends or conditions. Allowances for losses on reinsurance contracts are established when a reinsurance counterparty becomes unable or unwilling to fulfill its contractual obligations. The allowance for loss is based on current recoverable amounts and ceded policy liabilities. Credit risk associated with derivative counterparties is discussed in note 10(d) and credit risk associated with reinsurance counterparties is discussed in note 10(i). Credit exposure The following table presents the gross carrying amount of financial instruments subject to credit exposure, without considering any collateral held or other credit enhancements. As at December 31, Debt securities FVTPL AFS Mortgages Private placements Policy loans Loans to Bank clients Derivative assets Accrued investment income Reinsurance assets Other financial assets Total 2017 2016 $ 147,024 26,976 44,742 32,132 5,808 1,737 15,569 2,182 30,359 5,253 $ 140,890 27,732 44,193 29,729 6,041 1,745 23,672 2,260 34,952 4,844 $ 311,782 $ 316,058 Credit quality Credit quality of commercial mortgages and private placements is assessed at least annually by using an internal rating based on regular monitoring of credit-related exposures, considering both qualitative and quantitative factors. A provision is recorded when the internal risk ratings indicate that a loss represents the most likely outcome. The assets are designated as non-accrual and an allowance is established based on an analysis of the security and repayment sources. The following table presents the credit quality and carrying value of commercial mortgages and private placements. As at December 31, 2017 Commercial mortgages Retail Office Multi-family residential Industrial Other Total commercial mortgages Agricultural mortgages Private placements Total As at December 31, 2016 Commercial mortgages Retail Office Multi-family residential Industrial Other Total commercial mortgages Agricultural mortgages Private placements Total AAA AA A BBB BB B and lower Total $ 110 $ 1,517 $ 4,363 $ 2,050 $ 57 523 33 362 1,085 – 1,038 1,272 1,395 386 331 4,901 159 4,246 4,635 1,805 1,542 1,012 13,357 – 11,978 1,647 726 477 973 5,873 405 13,160 44 70 – 145 14 273 25 717 $ 57 $ 8,141 7,709 28 4,449 – 2,583 – 2,692 – 85 – 993 25,574 589 32,132 $ 2,123 $ 9,306 $ 25,335 $ 19,438 $ 1,015 $ 1,078 $ 58,295 AAA AA A BBB BB B and lower Total $ 97 $ 1,620 $ 4,391 $ 2,084 $ 68 656 22 428 3,972 1,944 1,452 1,323 1,255 1,362 360 261 1,938 844 831 493 1,271 – 1,086 4,858 151 4,466 13,082 61 10,671 6,190 469 11,606 – 55 – 169 60 284 141 936 $ 7 $ 8,199 7,324 4,806 2,834 2,565 36 – – – 43 – 964 25,728 822 29,729 $ 2,357 $ 9,475 $ 23,814 $ 18,265 $ 1,361 $ 1,007 $ 56,279 Credit quality of residential mortgages and loans to Bank clients is assessed at least annually with the loan being performing or non-performing as the key credit quality indicator. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 151 Full or partial write-offs of loans are recorded when management believes that there is no realistic prospect of full recovery. Write- offs, net of recoveries, are deducted from the allowance for credit losses. All impairments are captured in the allowance for credit losses. The following table presents the carrying value of residential mortgages and loans to Bank clients. As at December 31, Residential mortgages Performing Non-performing(1) Loans to Bank clients Performing Non-performing(1) Total 2017 2016 Insured Uninsured Total Insured Uninsured Total $ 7,256 4 $ 11,310 9 $ 18,566 13 $ 7,574 6 $10,050 13 $17,624 19 n/a n/a 1,734 3 1,734 3 n/a n/a 1,743 2 1,743 2 $ 7,260 $ 13,056 $ 20,316 $ 7,580 $11,808 $19,388 (1) Non-performing refers to assets that are 90 days or more past due if uninsured and 365 days or more if insured. The carrying value of government-insured mortgages was 17% of the total mortgage portfolio as at December 31, 2017 (2016 – 19%). The majority of these insured mortgages are residential loans as classified in the table above. Past due or credit impaired financial assets The Company provides for credit risk by establishing allowances against the carrying value of impaired loans and recognizing impairment losses on AFS debt securities. In addition, the Company reports as impairment certain declines in the fair value of debt securities designated as FVTPL which it deems represent an impairment. The following table presents the carrying value of past due but not impaired and impaired financial assets. As at December 31, 2017 Debt securities FVTPL AFS Private placements Mortgages and loans to Bank clients Other financial assets Total As at December 31, 2016 Debt securities FVTPL AFS Private placements Mortgages and loans to Bank clients Other financial assets Total The following table summarizes the Company’s loans that are considered impaired. As at December 31, 2017 Private placements Mortgages and loans to Bank clients Total As at December 31, 2016 Private placements Mortgages and loans to Bank clients Total Past due but not impaired Less than 90 days 90 days and greater Total impaired Total $ – 104 363 76 46 $ – $ 2 – 16 26 – 106 363 92 72 $ 45 1 40 86 1 $ 589 $ 44 $ 633 $ 173 Past due but not impaired Less than 90 days 90 days and greater Total impaired Total $ 90 16 215 50 57 $ 428 $ – $ 90 $ 38 9 64 20 54 25 279 70 111 – 152 33 8 $147 $ 575 $ 231 Gross carrying value $ 79 132 $ 211 Gross carrying value $ 244 59 $ 303 Allowances for losses Net carrying value $ 39 46 $ 85 Allowances for losses $ 92 26 $118 $ 40 86 $ 126 Net carrying value $ 152 33 $ 185 152 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Allowance for loan losses For the years ended December 31, Balance, January 1 Provisions Recoveries Write-offs(1) Balance, December 31 2017 Mortgages and loans to Bank clients $ 26 33 (1) (12) $ 46 Private placements $ 92 2 (12) (43) $ 39 Total $118 35 (13) (55) $ 85 Private placements $ 72 112 (62) (30) $ 92 2016 Mortgages and loans to Bank clients $ 29 14 (7) (10) $ 26 Total $ 101 126 (69) (40) $ 118 (1) Includes disposals and impact of changes in foreign exchange rates. (b) Securities lending, repurchase and reverse repurchase transactions The Company engages in securities lending to generate fee income. Collateral exceeding the market value of the loaned securities is retained by the Company until the underlying security has been returned to the Company. The market value of the loaned securities is monitored on a daily basis and additional collateral is obtained or refunded as the market value of the underlying loaned securities fluctuates. As at December 31, 2017, the Company had loaned securities (which are included in invested assets) with a market value of $1,563 (2016 – $1,956). The Company holds collateral with a current market value that exceeds the value of securities lent in all cases. The Company engages in reverse repurchase transactions to generate fee income, to take possession of securities to cover short positions in similar instruments and to meet short-term funding requirements. As at December 31, 2017, the Company had engaged in reverse repurchase transactions of $230 (2016 – $250) which are recorded as short-term receivables. In addition, the Company had engaged in repurchase transactions of $228 as at December 31, 2017 (2016 – $255) which are recorded as payables. (c) Credit default swaps The Company replicates exposure to specific issuers by selling credit protection via credit default swaps (“CDSs”) to complement its cash debt securities investing. The Company does not write CDS protection in excess of its government bond holdings. A CDS is a derivative instrument representing an agreement between two parties to exchange the credit risk of a single specified entity or an index based on the credit risk of a group of entities (all commonly referred to as the “reference entity” or a portfolio of “reference entities”), in return for a periodic premium. CDS contracts typically have a five-year term. The following table presents details of the credit default swap protection sold by type of contract and external agency rating for the underlying reference security. As at December 31, 2017 Single name CDSs(1) Corporate debt AAA AA A BBB Total single name CDSs Total CDS protection sold As at December 31, 2016 Single name CDSs(1) Corporate debt AAA AA A BBB Total single name CDSs Total CDS protection sold Notional amount(2) Fair value Weighted average maturity (in years)(3) $ 13 35 408 150 $ 606 $ 606 $ – 1 10 3 $ 14 $ 14 1 2 3 2 3 3 Notional amount(2) Fair value Weighted average maturity (in years)(3) $ 13 37 457 155 $ 662 $ 662 $ – 1 13 4 $ 18 $ 18 2 3 4 3 4 4 (1) Rating agency designations are based on S&P where available followed by Moody’s, DBRS, and Fitch. If no rating is available from a rating agency, an internally developed rating is used. (2) Notional amounts represent the maximum future payments the Company would have to pay its counterparties assuming a default of the underlying credit and zero recovery on the underlying issuer obligation. (3) The weighted average maturity of the CDS is weighted based on notional amounts. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 153 The Company held no purchased credit protection as at December 31, 2017 and 2016. (d) Derivatives The Company’s point-in-time exposure to losses related to credit risk of a derivative counterparty is limited to the amount of any net gains that may have accrued with a particular counterparty. Gross derivative counterparty exposure is measured as the total fair value (including accrued interest) of all outstanding contracts in a gain position excluding any offsetting contracts in a loss position and the impact of collateral on hand. The Company limits the risk of credit losses from derivative counterparties by: using investment grade counterparties; entering into master netting arrangements which permit the offsetting of contracts in a loss position in the case of a counterparty default; and entering into Credit Support Annex agreements, whereby collateral must be provided when the exposure exceeds a certain threshold. All contracts are held with counterparties rated BBB- or higher. As at December 31, 2017, the percentage of the Company’s derivative exposure with counterparties rated AA- or higher was 20 per cent (2016 – 22 per cent). The Company’s exposure to credit risk was mitigated by $10,138 fair value of collateral held as security as at December 31, 2017 (2016 – $12,781). As at December 31, 2017, the largest single counterparty exposure, without considering the impact of master netting agreements or the benefit of collateral held, was $2,629 (2016 – $3,891). The net exposure to this counterparty, after considering master netting agreements and the fair value of collateral held, was $nil (2016 – $nil). As at December 31, 2017, the total maximum credit exposure related to derivatives across all counterparties, without considering the impact of master netting agreements and the benefit of collateral held, was $16,204 (2016 – $24,603). (e) Offsetting financial assets and financial liabilities Certain derivatives, securities lent and repurchase agreements have conditional offset rights. The Company does not offset these financial instruments in the Consolidated Statements of Financial Position, as the rights of offset are conditional. In the case of derivatives, collateral is collected from and pledged to counterparties and clearing houses to manage credit risk exposure in accordance with Credit Support Annexes to swap agreements and clearing agreements. Under master netting agreements, the Company has a right of offset in the event of default, insolvency, bankruptcy or other early termination. In the case of reverse repurchase and repurchase transactions, additional collateral may be collected from or pledged to counterparties to manage credit exposure according to bilateral reverse repurchase or repurchase agreements. In the event of default by a counterparty, the Company is entitled to liquidate the collateral held to offset against the same counterparty’s obligation. The following table presents the effect of conditional master netting and similar arrangements. Similar arrangements may include global master repurchase agreements, global master securities lending agreements, and any related rights to financial collateral. Related amounts not set off in the Consolidated Statements of Financial Position Gross amounts of financial instruments presented in the Consolidated Statements of Financial Position(1) Amounts subject to an enforceable master netting arrangement or similar agreements Financial and cash collateral pledged (received)(2) Net amount including financing trusts(3) Net amounts excluding financing trusts $16,204 1,563 230 $17,997 $ (8,649) (228) $ (8,877) $(6,714) – (46) $ (9,395) (1,563) (184) $(6,760) $ (11,142) $ 6,714 46 $ 1,718 182 $ 6,760 $ 1,900 $ $ 95 – – 95 $ (217) – $ (217) $ 95 – – $ 95 $ (30) – $ (30) As at December 31, 2017 Financial assets Derivative assets Securities lending Reverse repurchase agreements Total financial assets Financial liabilities Derivative liabilities Repurchase agreements Total financial liabilities 154 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Related amounts not set off in the Consolidated Statements of Financial Position Gross amounts of financial instruments presented in the Consolidated Statements of Financial Position (1) Amounts subject to an enforceable master netting arrangement or similar agreements Financial and cash collateral pledged (received)(2) Net amount including financing trusts(3) Net amounts excluding financing trusts $ 24,603 1,956 250 $ 26,809 $ (15,095) (255) $ (15,350) $ (12,031) – – $ (12,382) (1,956) (250) $ (12,031) $ (14,588) $ 12,031 – $ 2,800 255 $ 12,031 $ 3,055 $ 190 – – $ 190 $ (264) – $ (264) $ 189 – – $ 189 $ (42) – $ (42) As at December 31, 2016 Financial assets Derivative assets Securities lending Reverse repurchase agreements Total financial assets Financial liabilities Derivative liabilities Repurchase agreements Total financial liabilities (1) Financial assets and liabilities include accrued interest of $638 and $827, respectively (2016 – $935 and $944, respectively). (2) Financial and cash collateral exclude over-collateralization. As at December 31, 2017, the Company was over-collateralized on OTC derivative assets, OTC derivative liabilities, securities lending and reverse purchase agreements and repurchase agreements in the amounts of $743, $382, $79 and $nil, respectively (2016 – $398, $494, $107 and $1, respectively). As at December 31, 2017, collateral pledged (received) does not include collateral-in-transit on OTC instruments or initial margin on exchange traded contracts or cleared contracts. (3) Includes derivative contracts entered between the Company and its financing trusts which it does not consolidate. The Company does not exchange collateral on derivative contracts entered with these trusts. Refer to note 17. Certain of the Company’s credit linked note assets and variable surplus note liabilities have unconditional offset rights. Under netting agreements, the Company has rights of offset including in the event of the Company’s default, insolvency, or bankruptcy. These financial instruments are offset in the Company’s Consolidated Statements of Financial Position. A credit linked note is a security that allows the issuer to transfer a specific credit risk to the buyer. A surplus note is a subordinated debt obligation that often qualifies as surplus (the U.S. statutory equivalent of equity) by some U.S. state insurance regulators. Interest payments on surplus notes are made after all other contractual payments are made. The following table presents the effect of unconditional netting. As at December 31, 2017 Credit linked note(1) Variable surplus note Gross amounts of financial instruments Amounts subject to an enforceable netting arrangement Net amounts of financial instruments presented in the Consolidated Statements of Financial Position $ 461 (461) $ (461) 461 $ – – (1) In 2017, the Company entered into a twenty-year financing facility with a third party, agreeing to issue variable surplus notes in exchange for an equal amount of credit linked notes. These notes are held to support John Hancock Life Insurance Company (USA) (“JHUSA”) excess reserves under U.S. National Association of Insurance Commissioners’ Model Regulation XXX. In certain scenarios, the credit linked note will be drawn upon by the Company which will issue fixed surplus notes equal to the draw payment received. The third party has agreed to fund any such payment under the credit-linked notes in return for a fee. As at December 31, 2017, the Company had no fixed surplus notes outstanding. (f) Risk concentrations The Company defines enterprise-wide investment portfolio level targets and limits to ensure that portfolios are diversified across asset classes and individual investment risks. The Company monitors actual investment positions and risk exposures for concentration risk and reports its findings to the Executive Risk Committee and the Risk Committee of the Board of Directors. As at December 31, Debt securities and private placements rated as investment grade BBB or higher(1) Government debt securities as a per cent of total debt securities Government private placements as a per cent of total private placements Highest exposure to a single non-government debt security and private placement issuer Largest single issuer as a per cent of the total equity portfolio Income producing commercial office properties (2017 – 64% of real estate, 2016 – 65%) Largest concentration of mortgages and real estate(2) – Ontario Canada (2017 – 25%, 2016 – 24%) 2017 2016 98% 39% 10% $ 1,044 2% $ 8,836 $ 14,779 97% 43% 10% $ 1,010 3% $ 9,200 $ 13,882 (1) Investment grade debt securities and private placements include 42% rated A, 16% rated AA and 17% rated AAA (2016 – 41%, 14% and 21%) investments based on external ratings where available. (2) Mortgages and real estate are diversified geographically and by property type. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 155 The following table presents debt securities and private placements portfolio by sector and industry. As at December 31, Government and agency Utilities Financial Energy Industrial Consumer (non-cyclical) Consumer (cyclical) Securitized Telecommunications Basic materials Technology Media and internet Diversified and miscellaneous Total 2017 2016 Carrying value % of total Carrying value % of total $ 71,888 40,568 27,923 16,428 14,691 14,009 5,916 3,577 3,324 3,248 2,475 1,136 949 $ 206,132 35 20 13 8 7 7 3 2 2 2 1 – – $ 76,020 37,561 25,027 15,775 13,088 12,440 4,256 3,514 3,091 3,387 2,231 1,175 786 38 19 13 8 6 6 2 2 2 2 1 1 – 100 $ 198,351 100 (g) Insurance risk Insurance risk is the risk of loss due to actual experience for mortality and morbidity claims, policyholder behaviour and expenses emerging differently than assumed when a product was designed and priced. A variety of assumptions are made related to these experience factors, for reinsurance costs, and for sales levels when products are designed and priced, as well as in the determination of policy liabilities. Assumptions for future claims are generally based on both Company and industry experience, and assumptions for future policyholder behaviour and expenses are generally based on Company experience. Such assumptions require significant professional judgment, and actual experience may be materially different than the assumptions made by the Company. Claims may be impacted unexpectedly by changes in the prevalence of diseases or illnesses, medical and technology advances, widespread lifestyle changes, natural disasters, large-scale man-made disasters and acts of terrorism. Policyholder behaviour including premium payment patterns, policy renewals, lapse rates and withdrawal and surrender activity are influenced by many factors including market and general economic conditions, and the availability and relative attractiveness of other products in the marketplace. Some reinsurance rates are not guaranteed and may be changed unexpectedly. Adjustments the Company seeks to make to Non-Guaranteed elements to reflect changing experience factors may be challenged by regulatory or legal action and the Company may be unable to implement them, or may face delays in implementation. The Company manages insurance risk through global policies, standards and best practices with respect to product design, pricing, underwriting and claim adjudication, and a global underwriting manual. Each business unit establishes underwriting policies and procedures, including criteria for approval of risks and claims adjudication policies and procedures. The current global life retention limit is US$30 for individual policies (US$35 for survivorship life policies) and is shared across businesses. Lower limits are applied in some markets and jurisdictions. The Company aims to further reduce exposure to claims concentrations by applying geographical aggregate retention limits for certain covers. Enterprise-wide, the Company aims to reduce the likelihood of high aggregate claims by operating globally, insuring a wide range of unrelated risk events, and reinsuring some risk. (h) Concentration risk The geographic concentration of the Company’s insurance and investment contract liabilities, including embedded derivatives, is shown below. The disclosure is based on the countries in which the business is written. As at December 31, 2017 U.S. and Canada Asia and Other Total As at December 31, 2016 U.S. and Canada Asia and Other Total Gross liabilities Reinsurance assets Net liabilities $ 237,434 70,521 $ (30,225) (134) $ 207,209 70,387 $ 307,955 $ (30,359) $ 277,596 Gross liabilities Reinsurance assets Net liabilities $ 238,796 62,322 $ (34,987) 35 $ 203,809 62,357 $ 301,118 $ (34,952) $ 266,166 156 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (i) Reinsurance risk In the normal course of business, the Company limits the amount of loss on any one policy by reinsuring certain levels of risk with other insurers. In addition, the Company accepts reinsurance from other reinsurers. Reinsurance ceded does not discharge the Company’s liability as the primary insurer. Failure of reinsurers to honour their obligations could result in losses to the Company; consequently, allowances are established for amounts deemed uncollectible. To minimize losses from reinsurer insolvency, the Company monitors the concentration of credit risk both geographically and with any one reinsurer. In addition, the Company selects reinsurers with high credit ratings. As at December 31, 2017, the Company had $30,359 (2016 – $34,952) of reinsurance assets. Of this, 92 per cent (2016 – 92 per cent) were ceded to reinsurers with Standard and Poor’s ratings of A- or above. The Company’s exposure to credit risk was mitigated by $13,855 fair value of collateral held as security as at December 31, 2017 (2016 – $16,600). Net exposure after considering offsetting agreements and the benefit of the fair value of collateral held was $16,504 as at December 31, 2017 (2016 – $18,352). Note 11 Long-Term Debt (a) Carrying value of long-term debt instruments As at December 31, 4.70% Senior notes(1),(3) 5.375% Senior notes(2),(3) 3.527% Senior notes(2),(3) 4.150% Senior notes(2),(3) 4.90% Senior notes(2),(3) 7.768% Medium-term notes(4) 5.505% Medium-term notes(5) Other notes payable(6) Total Issue date Maturity date Par value 2017 2016 June 23, 2016 March 4, 2016 December 2, 2016 March 4, 2016 September 17, 2010 April 8, 2009 June 26, 2008 n/a US$ 1,000 June 23, 2046 US$ 750 March 4, 2046 US$ 270 December 2, 2026 US$ 1,000 March 4, 2026 September 17, 2020 US$ 500 $ 600 April 8, 2019 $ 400 June 26, 2018 n/a n/a $ 1,246 928 338 1,246 626 – 400 1 $ 4,785 $ 1,333 994 361 1,333 669 599 400 7 $ 5,696 (1) MFC may redeem the notes in whole, but not in part, on June 23, 2021 and thereafter on every June 23, at a redemption price equal to par, together with accrued and unpaid interest. (2) MFC may redeem the senior notes in whole or in part, at any time, at a redemption price equal to the greater of par and a price based on the yield of a corresponding U.S. Treasury bond plus a specified number of basis points. The specified number of basis points is as follows: 5.375% – 40 bps, 3.527% – 20 bps, 4.150% – 35 bps, and 4.90% – 35 bps. (3) These U.S. dollar senior notes have been designated as hedges of the Company’s net investment in its U.S. operations which reduces the earnings volatility that would otherwise arise from the re-measurement of these senior notes into Canadian dollars. (4) On October 6, 2017, MFC redeemed, prior to maturity, all of its outstanding 7.768% medium term notes due April 8, 2019. The early redemption premium of $44 before income taxes was recorded as interest expense. (5) MFC may redeem the medium-term notes in whole or in part, at any time, at a redemption price equal to the greater of par and a price based on the yield of a corresponding Government of Canada bond plus 39 basis points. (6) Other notes payable were substantially repaid during the year. The cash amount of interest paid on long-term debt during the year ended December 31, 2017 was $324 (2016 – $191). Issue costs are amortized over the term of the debt. (b) Fair value measurement Fair value of a long-term debt instrument is determined using quoted market prices where available (Level 1). When quoted market prices are not available, fair value is determined with reference to quoted prices of a debt instrument with similar characteristics or estimated using discounted cash flows using observable market rates (Level 2). Long-term debt is measured at amortized cost in the Consolidated Statements of Financial Position. Fair value of long-term debt as at December 31, 2017 was $5,187 (2016 – $6,100). Long-term debt was categorized in Level 2 of the fair value hierarchy (2016 – Level 2). (c) Aggregate maturities of long-term debt As at December 31, Less than one year One to two years Two to three years Three to four years Four to five years Greater than five years Total $ 2017 401 – 626 – – 3,758 $ 2016 7 400 599 669 – 4,021 $ 4,785 $ 5,696 Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 157 Note 12 Capital Instruments (a) Carrying value of capital instruments As at December 31, Issuance date Earliest par redemption date Maturity date 4.165% MLI Subordinated debentures(1) 3.938% MLI Subordinated debentures(2) 2.819% MLI Subordinated debentures(3) 2.926% MLI Subordinated debentures(3) 2.811% MLI Subordinated debentures(3) 7.535% MFCT II Senior debenture notes(4) 2.64% MLI Subordinated debentures(3) 2.10% MLI Subordinated debentures(3) 2.389% MLI Subordinated debentures(3) 3.85% MFC Subordinated notes(5) 3.181% MLI Subordinated debentures(3) 3.049% MFC Subordinated debentures(6) 3.00% MFC Subordinated notes(5) 4.061% MFC Subordinated notes(7) 7.375% JHUSA Surplus notes(8) JHFC Subordinated notes(9) Total June 1, 2022 June 1, 2017 February 21, 2024 February 26, 2023 February 17, 2012 September 21, 2012 September 21, 2017 September 21, 2022 February 26, 2018 February 25, 2013 November 29, 2013 November 29, 2018 November 29, 2023 February 21, 2019 February 21, 2014 December 31, 2019 December 31, 2108 July 10, 2009 January 15, 2020 December 1, 2014 June 1, 2020 March 10, 2015 January 5, 2021 June 1, 2015 May 25, 2016 May 25, 2021 November 20, 2015 November 22, 2022 November 22, 2027 August 18, 2017 November 21, 2017 November 21, 2024 November 21, 2024 February 24, 2027 February 24, 2017 February 25, 1994 n/a December 14, 2006 n/a January 15, 2025 June 1, 2025 January 5, 2026 May 25, 2026 February 24, 2032 February 15, 2024 December 15, 2036 August 20, 2024 August 20, 2029 Par value $ 500 $ 400 $ 200 $ 250 $ 500 $ 1,000 $ 500 $ 750 $ 350 S$ 500 $ 1,000 $ 750 S$ 500 US$ 750 US$ 450 $ 650 $ 2017 – – 200 250 499 1,000 499 748 349 467 996 746 467 935 584 647 2016 $ 499 407 200 249 499 1,000 499 747 349 461 996 – – – 627 647 $ 8,387 $ 7,180 (1) MLI redeemed in full the 4.165% subordinated debentures at par, on June 1, 2017, the earliest par redemption date. (2) MLI redeemed in full the 3.938% subordinated debentures, originally issued by Standard Life Assurance Company of Canada at par, on September 21, 2017, the (3) (4) earliest par redemption date. Interest is fixed for the period up to the earliest par redemption date, thereafter the interest rate will reset to a floating rate equal to the 90-day Bankers’ Acceptance rate plus a specified number of basis points and is payable quarterly. The specified number of basis points is as follows: 2.819% – 95 bps, 2.926% – 85 bps, 2.811% – 80 bps, 2.64% – 73 bps, 2.10% – 72 bps, 2.389% – 83 bps, 3.181% – 157 bps. With regulatory approval, MLI may redeem the debentures, in whole or in part, on or after the earliest par redemption date, at a redemption price equal to par, together with accrued and unpaid interest. Issued by MLI to Manulife Financial Capital Trust II (MFCT II), a wholly owned unconsolidated related party to the Company. On the earliest par redemption date and on every fifth anniversary thereafter (each, a “Interest Reset Date”), the rate of interest will reset to equal the yield on 5-year Government of Canada bonds plus 5.2%. With regulatory approval, MLI may redeem the debentures, in whole or in part, on the earliest par redemption date and on any Interest Reset Date, at a redemption price equal to par, together with accrued and unpaid interest. The redemption price for the debentures redeemed on any day that is not an Interest Reset Date will be equal to the greater of par or the fair value of the debt based on the yield on uncallable Government of Canada bonds to the next Interest Reset Date plus (a) 1.0325% if the redemption date is on or after December 31, 2014, but prior to December 31, 2019, or (b) 2.065% if the redemption date is after December 31, 2019, together with accrued and unpaid interest. Refer to note 17. (5) On the earliest par redemption date, the interest rate will reset to equal the 5-year Singapore Dollar Swap Rate plus a specified number of basis points. The specified (6) number of basis points is as follows: 3.85% – 197 bps, 3.00% – 83.2 bps. With regulatory approval, MFC may redeem the debentures, in whole, but not in part, on the earliest par redemption date and thereafter on each interest payment date, at a redemption price equal to par, together with accrued and unpaid interest. Interest is fixed for the period up to the earliest par redemption date, thereafter, the interest rate will reset to a floating rate equal to the 90-day Bankers’ Acceptance rate plus 105 basis points. With regulatory approval, MFC may redeem the debentures, in whole or in part, on or after the earliest par redemption date, at a redemption price equal to par, together with accrued and unpaid interest. (7) On the earliest par redemption date, the interest rate will reset to equal the 5-Year US Dollar Mid-Swap Rate plus 1.647%. With regulatory approval, MFC may redeem (8) (9) the debentures, in whole, but not in part, on the earliest par redemption date, at a redemption price equal to par, together with accrued and unpaid interest. Issued by John Hancock Mutual Life Insurance Company, now John Hancock Life Insurance Company (U.S.A.). Any payment of interest or principal on the surplus notes requires prior approval from the Department of Insurance and Financial Services of the State of Michigan. The carrying value of the surplus notes reflects an unamortized fair value increment of US$23 (2016 – US$26), which arose as a result of the acquisition of John Hancock Financial Services, Inc. The amortization of the fair value adjustment is recorded in interest expense. Issued by Manulife Holdings (Delaware) LLC (“MHDLL”), now John Hancock Financial Corporation (“JHFC”), a wholly owned subsidiary of MFC, to Manulife Finance (Delaware) LLC (“MFLLC”), a subsidiary of Manulife Finance (Delaware) L.P. (“MFLP”). MFLP and its subsidiaries are wholly owned unconsolidated related parties to the Company. The note bears interest at a floating rate equal to the 90-day Bankers’ Acceptance rate plus 0.72%. With regulatory approval, JHFC may redeem the note, in whole or in part, at any time, at par, together with accrued and unpaid interest. Refer to note 17. (b) Fair value measurement Fair value of capital instruments is determined using quoted market prices where available (Level 1). When quoted market prices are not available fair value is determined with reference to quoted prices of a debt instrument with similar characteristics or estimated using discounted cash flows using observable market rates (Level 2). Capital instruments are measured at amortized cost in the Consolidated Statements of Financial Position. As at December 31, 2017, fair value of capital instruments was $8,636 (2016 – $7,417). Capital instruments were categorized in Level 2 of the fair value hierarchy (2016 – Level 2). Note 13 Share Capital and Earnings Per Share The authorized capital of MFC consists of: ■ an unlimited number of common shares without nominal or par value; and ■ an unlimited number of Class A, Class B and Class 1 preferred shares without nominal or par value, issuable in series. 158 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (a) Preferred shares The changes in issued and outstanding preferred shares are as follows. For the years ended December 31, Balance, January 1 Issued, Class 1 shares, Series 21 Converted, Class 1 shares, Series 3 Issued, Class 1 shares, Series 4 Issued, Class 1 shares, Series 23 Issuance costs, net of tax Balance, December 31 2017 2016 Number of shares (in millions) 146 – – – – – 146 Amount $ 3,577 – – – – – $ 3,577 Number of shares (in millions) 110 17 (2) 24 19 – 146 Amount $ 2,693 425 (42) 2 475 (16) $ 3,577 The following table presents additional information on the preferred shares outstanding as at December 31, 2017. As at December 31, 2017 Class A preferred shares Series 2 Series 3 Class 1 preferred shares Series 3(4),(5) Series 4 Series 5(4),(5) Series 7(4),(5),(7) Series 9(4),(5),(8) Series 11(4),(5) Series 13(4),(5) Series 15(4),(5) Series 17(4),(5) Series 19(4),(5) Series 21(4),(5) Series 23(4),(5) Total Annual dividend rate(1) Earliest redemption date(2) Number of shares (in millions) Face amount Net amount(3) Issue date February 18, 2005 January 3, 2006 4.65% 4.50% n/a n/a 14 $ 350 300 12 $ March 11, 2011 June 20, 2016 December 6, 2011 February 22, 2012 May 24, 2012 December 4, 2012 June 21, 2013 February 25, 2014 August 15, 2014 December 3, 2014 February 25, 2016 November 22, 2016 2.178% floating(6) 3.891% 4.312% 4.351% 4.00% 3.80% 3.90% 3.90% 3.80% 5.60% 4.85% June 19, 2021 n/a December 19, 2021 March 19, 2022 September 19, 2022 March 19, 2018 September 19, 2018 June 19, 2019 December 19, 2019 March 19, 2020 June 19, 2021 March 19, 2022 6 2 8 10 10 8 8 8 14 10 17 19 158 42 200 250 250 200 200 200 350 250 425 475 344 294 155 41 195 244 244 196 196 195 343 246 417 467 146 $ 3,650 $ 3,577 (1) Holders of Class A and Class 1 preferred shares are entitled to receive non-cumulative preferential cash dividends on a quarterly basis, as and when declared by the Board of Directors. (2) Redemption of all preferred shares is subject to regulatory approval. With the exception of Class A Series 2, Class A Series 3 and Class 1 Series 4 preferred shares, MFC may redeem each series, in whole or in part, at par, on the earliest redemption date or every five years thereafter. Class A Series 2 and Series 3 preferred shares are past their respective earliest redemption date and MFC may redeem these shares, in whole or in part, at par at any time, subject to regulatory approval, as noted. MFC may redeem the Class 1 Series 4, in whole or in part, at any time, at $25.00 per share if redeemed on June 19, 2021 and on June 19 every five years thereafter, or at $25.50 per share if redeemed on any other date after June 19, 2016, subject to regulatory approval, as noted. (3) Net of after-tax issuance costs. (4) On the earliest redemption date and every five years thereafter, the annual dividend rate will be reset to the five year Government of Canada bond yield plus a yield specified for each series. The specified yield for Class 1 shares is: Series 3 – 1.41%, Series 5 – 2.90%, Series 7 – 3.13%, Series 9 – 2.86%, Series 11 – 2.61%, Series 13 – 2.22%, Series 15 – 2.16%, Series 17 – 2.36%, Series 19 – 2.30%, Series 21 – 4.97% and Series 23 – 3.83%. (5) On the earliest redemption date and every five years thereafter, Class 1 preferred shares are convertible at the option of the holder into a new series that is one number higher than their existing series, and the holders are entitled to non-cumulative preferential cash dividends, payable quarterly if and when declared by the Board of Directors, at a rate equal to the three month Government of Canada Treasury bill yield plus the rate specified in footnote 4 above. (6) The floating dividend rate for the Class 1 Shares Series 4 will equal the three month Government of Canada Treasury bill yield plus 1.41%. (7) MFC did not exercise its right to redeem all or any of the outstanding Class 1 Shares Series 7 on March 19, 2017 (the earliest redemption date). Dividend rate for Class 1 Shares Series 7 was reset as specified in footnote 4 above to an annual fixed rate of 4.312% for a five year period commencing on March 20, 2017. (8) MFC did not exercise its right to redeem all or any of the outstanding Class 1 Shares Series 9 on September 19, 2017 (the earliest redemption date). Dividend rate for Class 1 Shares Series 9 was reset as specified in footnote 4 above to an annual fixed rate of 4.351% for a five year period commencing on September 20, 2017. (b) Common shares The changes in common shares issued and outstanding are as follows. For the years ended December 31, Balance, January 1 Issued on exercise of stock options and deferred share units Total 2017 2016 Number of shares (in millions) Amount Number of shares (in millions) Amount 1,975 7 $ 22,865 124 1,982 $ 22,989 1,972 36 $ 22,799 6 1,975 $ 22,865 Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 159 (c) Earnings per share The following table presents basic and diluted earnings per common share of the Company. For the years ended December 31, Basic earnings per common share Diluted earnings per common share 2017 $0.98 0.98 2016 $1.42 1.41 The following is a reconciliation of the denominator (number of shares) in the calculation of basic and diluted earnings per share. For the years ended December 31, Weighted average number of common shares (in millions) Dilutive stock-based awards(1) (in millions) Weighted average number of diluted common shares (in millions) 2017 1,978 8 1,986 2016 1,973 4 1,977 (1) The dilutive effect of stock-based awards was calculated using the treasury stock method. This method calculates the number of incremental shares by assuming the outstanding stock-based awards are (i) exercised and (ii) then reduced by the number of shares assumed to be repurchased from the issuance proceeds, using the average market price of MFC common shares for the year. Excluded from the calculation was a weighted average of 2 million (2016 – 14 million) anti-dilutive stock-based awards. (d) Quarterly dividend declaration subsequent to year end On February 7, 2018, the Company’s Board of Directors approved a quarterly dividend of $0.22 per share on the common shares of MFC, payable on or after March 19, 2018 to shareholders of record at the close of business on February 21, 2018. The Board also declared dividends on the following non-cumulative preferred shares, payable on or after March 19, 2018 to shareholders of record at the close of business on February 21, 2018. Class A Shares Series 2 – $0.29063 per share Class A Shares Series 3 – $0.28125 per share Class 1 Shares Series 3 – $0.136125 per share Class 1 Shares Series 4 – $0.141103 per share Class 1 Shares Series 5 – $0.243188 per share Class 1 Shares Series 7 – $0.2695 per share Class 1 Shares Series 9 – $0.271938 per share Note 14 Capital Management Class 1 Shares Series 11 – $0.25 per share Class 1 Shares Series 13 – $0.2375 per share Class 1 Shares Series 15 – $0.24375 per share Class 1 Shares Series 17 – $0.24375 per share Class 1 Shares Series 19 – $0.2375 per share Class 1 Shares Series 21 – $0.35 per share Class 1 Shares Series 23 – $0.303125 per share (a) Capital management The Company monitors and manages its consolidated capital in compliance with the Minimum Continuing Capital and Surplus Requirement (“MCCSR”) guideline, issued by the Office of the Superintendent of Financial Institutions (“OSFI”). Under this framework, the Company’s consolidated available capital is measured against a required amount of risk capital determined in accordance with the guideline. The Company’s operating activities are conducted within MLI or its subsidiaries. MLI is regulated by OSFI and is also subject to consolidated risk-based capital requirements using the OSFI MCCSR framework. OSFI will be implementing a revised approach to the regulatory capital framework in Canada in the first quarter of 2018. The Company seeks to manage its capital with the objectives of: ■ Operating with sufficient capital to be able to honour all commitments to its policyholders and creditors with a high degree of confidence; ■ Retaining the ongoing confidence of regulators, policyholders, rating agencies, investors and other creditors in order to ensure access to capital markets; and ■ Optimizing return on capital to meet shareholders’ expectations subject to constraints and considerations of adequate levels of capital established to meet the first two objectives. Capital is managed and monitored in accordance with the Capital Management Policy. The policy is reviewed and approved by the Board of Directors annually and is integrated with the Company’s risk and financial management frameworks. It establishes guidelines regarding the quantity and quality of capital, internal capital mobility, and proactive management of ongoing and future capital requirements. The capital management framework takes into account the requirements of the Company as a whole as well as the needs of each of the Company’s subsidiaries. Internal capital targets are set above the regulatory requirements, and consider a number of factors, including expectations of regulators and rating agencies, results of sensitivity and stress testing and our own risk assessments. The Company monitors against these internal targets and initiates actions appropriate to achieving its business objectives. 160 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements The following measure of consolidated capital serves as the foundation of the Company’s capital management activities at the MFC level. For regulatory reporting purposes, the numbers are further adjusted for various additions or deductions to capital, as mandated by the OSFI guideline. Consolidated capital As at December 31, Total equity Adjusted for AOCI loss on cash flow hedges Total equity excluding AOCI on cash flow hedges Qualifying capital instruments Total capital 2017 2016 $ 42,163 (109) $ 42,823 (232) 42,272 8,387 43,055 7,180 $ 50,659 $ 50,235 (b) Restrictions on dividends and capital distributions Dividends and capital distributions are restricted under the Insurance Company Act (“ICA”). These restrictions apply to both the Company and its primary operating subsidiary MLI. The ICA prohibits the declaration or payment of any dividend on shares of an insurance company if there are reasonable grounds for believing a company does not have adequate capital and adequate and appropriate forms of liquidity or the declaration or the payment of the dividend would cause the company to be in contravention of any regulation made under the ICA respecting the maintenance of adequate capital and adequate and appropriate forms of liquidity, or of any direction made to the company by OSFI. The ICA also requires an insurance company to notify OSFI of the declaration of a dividend at least 15 days prior to the date fixed for its payment. Similarly, the ICA prohibits the purchase for cancellation of any shares issued by an insurance company or the redemption of any redeemable shares or other similar capital transactions, if there are reasonable grounds for believing that the company does not have adequate capital and adequate and appropriate forms of liquidity or the payment would cause the company to be in contravention of any regulation made under the ICA respecting the maintenance of adequate capital and adequate and appropriate forms of liquidity, or any direction made to the company by OSFI. These latter transactions would require the prior approval of OSFI. The ICA requires Canadian insurance companies to maintain adequate levels of capital at all times. Since the Company is a holding company that conducts all of its operations through regulated insurance subsidiaries (or companies owned directly or indirectly by these subsidiaries), its ability to pay future dividends will depend on the receipt of sufficient funds from its regulated insurance subsidiaries. These subsidiaries are also subject to certain regulatory restrictions under laws in Canada, the United States and certain other countries that may limit their ability to pay dividends or make other upstream distributions. The Company and MLI have covenanted for the benefit of holders of the outstanding Trust II Notes – Series I (the “Notes”) that, if interest is not paid in full in cash on the Notes on any interest payment date or if MLI elects that holders of Notes invest interest payable on the Notes on any interest payment date in a new series of Manufacturers Life Class 1 Shares, MLI will not declare or pay cash dividends on any MLI Public Preferred Shares (as defined below), if any are outstanding, and if no MLI Public Preferred Shares are outstanding, MFC will not declare or pay cash dividends on its Preferred Shares and Common Shares, in each case, until the sixth month following such deferral date. “MLI Public Preferred Shares” means, at any time, preferred shares of MLI which at that time: (a) have been issued to the public (excluding any preferred shares of MLI held beneficially by affiliates of MLI); (b) are listed on a recognized stock exchange; and (c) have an aggregate liquidation entitlement of at least $200, however, if at any time, there is more than one class of MLI Public Preferred Shares outstanding, then the most senior class or classes of outstanding MLI Public Preferred Shares shall, for all purposes, be the MLI Public Preferred Shares. Note 15 Stock-Based Compensation (a) Stock options The Company grants stock options under its Executive Stock Option Plan (“ESOP”) to selected individuals. The options provide the holder the right to purchase MFC common shares at an exercise price equal to the higher of the prior day, prior five-day or prior ten-day average closing market price of the shares on the Toronto Stock Exchange on the date the options are granted. The options vest over a period not exceeding four years and expire not more than 10 years from the grant date. Effective with the 2015 grant, options may only be exercised after the fifth-year anniversary. A total of 73,600,000 common shares have been reserved for issuance under the ESOP. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 161 Options outstanding For the years ended December 31, Outstanding, January 1 Granted Exercised Expired Forfeited Outstanding, December 31 Exercisable, December 31 For the year ended December 31, 2017 $11.23 – $20.99 $21.00 – $29.99 $30.00 – $37.71 Total 2017 2016 Number of options (in millions) 30 4 (7) (1) (1) 25 12 Weighted average exercise price $ 19.80 24.56 16.03 39.47 20.86 $ 20.45 $ 19.93 Number of options (in millions) 30 6 (3) (2) (1) 30 18 Options outstanding Options exercisable Number of options (in millions) 14 10 1 25 Weighted average exercise price $ 17.08 $ 22.77 $ 37.71 $ 20.45 Weighted average remaining contractual life (in years) 4.91 6.88 0.14 5.44 Number of options (in millions) 9 2 1 12 Weighted average exercise price $ 16.78 $ 21.40 $ 37.71 $ 19.93 Weighted average exercise price $ 20.72 17.65 15.49 32.92 21.04 $ 19.80 $ 20.15 Weighted average remaining contractual life (in years) 3.05 3.77 0.14 2.87 The weighted average fair value of each option granted in 2017 has been estimated at $5.18 (2016 – $3.78) using the Black-Scholes option-pricing model. The pricing model uses the following assumptions for these options: risk-free interest rate of 1.25% (2016 – 1.50%), dividend yield of 3.00% (2016 – 3.00%), expected volatility of 29.5% (2016 – 29.5%) and expected life of 6.7 (2016 – 6.7) years. Expected volatility is estimated by evaluating a number of factors including historical volatility of the share price over multi-year periods. Compensation expense related to stock options was $16 for the year ended December 31, 2017 (2016 – $19). (b) Deferred share units In 2000, the Company granted deferred share units (“DSUs”) to certain employees under the ESOP. These DSUs vested over a three- year period and each DSU entitles the holder to receive one common share on retirement or termination of employment. When dividends are paid on common shares, holders of DSUs are deemed to receive dividends at the same rate, payable in the form of additional DSUs. In 2017, nil DSUs were granted to employees under the ESOP (2016 – nil). The number of DSUs outstanding was 610,000 as at December 31, 2017 (2016 – 633,000). In addition, for certain employees and pursuant to the Company’s deferred compensation program, the Company grants DSUs under the RSU Plan which entitle the holder to receive payment in cash equal to the value of the same number of common shares plus credited dividends on retirement or termination of employment. In 2017, the Company granted 23,000 DSUs to certain employees which vest after 34 months (2016 – 14,000 units which vest after four years). In 2017, nil DSUs (2016 – 27,000) were granted to certain employees who elected to defer receipt of all or part of their annual bonus. These DSUs vested immediately. Also, in 2017, 43,000 DSUs (2016 – 83,000) were granted to certain employees to defer payment of all or part of their Restricted Share Units (“RSUs”) and/or Performance Share Units (“PSUs”). These DSUs also vested immediately. The fair value of 156,000 DSUs issued during the year was $26.22 per unit, as at December 31, 2017 (2016 – 254,000 at $23.91 per unit). Under the Stock Plan for Non-Employee Directors, each eligible director may elect to receive his or her annual director’s retainer and fees in DSUs or common shares in lieu of cash. Upon termination of the Board service, an eligible director who has elected to receive DSUs will be entitled to receive cash equal to the value of the DSUs accumulated in his or her account, or at his or her direction, an equivalent number of common shares. A total of one million common shares have been reserved for issuance under this plan. For the years ended December 31, Number of DSUs (in thousands) Outstanding, January 1 Issued Reinvested Redeemed Forfeitures and cancellations Outstanding, December 31 2017 2,682 156 88 (279) (2) 2,645 2016 2,542 254 97 (184) (27) 2,682 162 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Of the DSUs outstanding as at December 31, 2017, 610,000 (2016 – 633,000) entitle the holder to receive common shares, 1,103,000 (2016 – 1,235,000) entitle the holder to receive payment in cash and 932,000 (2016 – 814,000) entitle the holder to receive payment in cash or common shares, at the option of the holder. Compensation expense related to DSUs was $13 for the year ended December 31, 2017 (2016 – $6). The carrying and fair value amount of the DSUs liability as at December 31, 2017 was $53 (2016 – $43) and was included in other liabilities. (c) Restricted share units and performance share units For the year ended December 31, 2017, 5.6 million RSUs (2016 – 7.6 million) and 1.0 million PSUs (2016 – 1.2 million) were granted to certain eligible employees under MFC’s Restricted Share Unit Plan. The fair value of the RSUs and PSUs granted during the year was $26.22 per unit as at December 31, 2017 (2016 – $23.91 per unit). Each RSU and PSU entitles the holder to receive payment equal to the market value of one common share, plus credited dividends, at the time of vesting, subject to any performance conditions. RSUs granted in February 2017 will vest after 34 months and PSUs granted in February 2017 will vest after 36 months from their grant date and the related compensation expense is recognized over these periods, except where the employee is eligible to retire prior to a vesting date, in which case the cost is recognized over the period between the grant date and the date on which the employee is eligible to retire. Compensation expense related to RSUs and PSUs was $125 and $21, respectively, for the year ended December 31, 2017 (2016 – $110 and $9, respectively). The carrying and fair value amount of the RSUs and PSUs liability as at December 31, 2017 was $228 (2016 – $196) and was included in other liabilities. (d) Global share ownership plan The Company’s Global Share Ownership Plan (“GSOP”) allows qualifying employees to apply up to five per cent of their annual base earnings toward the purchase of common shares. The Company matches a percentage of the employee’s eligible contributions up to a maximum amount. The Company’s contributions vest immediately. All contributions are used to purchase common shares in the open market. Note 16 Employee Future Benefits The Company maintains defined contribution and defined benefit pension plans and other post-employment plans for employees and agents including registered (tax qualified) pension plans that are typically funded, as well as supplemental non-registered (non-qualified) pension plans for executives, retiree welfare plans and disability welfare plans that are typically not funded. (a) Plan characteristics To reduce the financial risk associated with final average pay defined benefit pension plans and retiree welfare plans, the Company has over time closed all these plans to new members and, in the case of pension plans, has replaced them with capital accumulation plans. The latter include defined benefit cash balance plans, 401(k) plans and/or defined contribution plans, depending on the country of employment. The result is that final average pay pension plans account for less than 50 per cent of the Company’s global pension obligations and the number of employees who accrue these pensions declines each year. Prior to the Company’s acquisition of the Canadian-based operations of Standard Life plc, advance provision had been made on Standard Life’s balance sheet for continuing its practice of regularly granting increases in retiree pensions on a non-contractual ad-hoc basis. In 2016, the Company concluded that increases would no longer be regularly granted, consistent with the treatment of pensions for retirees under other Manulife plans. To reflect this change, the advance provision was removed, reducing the net defined benefit liability for the former Standard Life plan by $55 which was recorded through income. All pension arrangements are governed by local pension committees or management but significant plan changes require approval from the Company’s Board of Directors. The Company’s funding policy for defined benefit pension plans is to make the minimum annual contributions required by regulations in the countries in which the plans are offered. Assumptions and methods prescribed for regulatory funding purposes typically differ from those used for accounting purposes. The Company’s remaining defined benefit pension and/or retiree welfare plans are in the U.S., Canada, Japan, and Taiwan. There are also disability welfare plans in the U.S. and Canada. The largest defined benefit pension and retiree welfare plans are the primary plans for employees in the U.S. and Canada. These are the material plans that are discussed in the balance of this note. The Company measures its defined benefit obligations and fair value of plan assets for accounting purposes as at December 31 each year. U.S. defined benefit pension and retiree welfare plans The Company operates a qualified cash balance plan that is open to new members, a closed non-qualified cash balance plan, and a closed retiree welfare plan. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 163 Actuarial valuations to determine the Company’s minimum funding contributions for the qualified cash balance plan are required annually. Deficits revealed in the funding valuations must generally be funded over a period of up to seven years. It is expected that there will be no required funding for this plan in 2018. There are no plan assets set aside for the non-qualified cash balance plan. The retiree welfare plan subsidizes the cost of life insurance and medical benefits. The majority of those who retired after 1991 receive a fixed-dollar subsidy from the Company based on service. The plan was closed to all employees hired after 2004. While assets have been set aside in a qualified trust to pay future retiree welfare benefits, this funding is optional. Retiree welfare benefits offered under the plan coordinate with the U.S. Medicare program to make optimal use of available federal financial support. The qualified pension and retiree welfare plans are governed by the U.S. Benefits Committee, while the non-qualified pension plan is governed by the U.S. Non-Qualified Plans Subcommittee. Canadian defined benefit pension and retiree welfare plans The Company’s defined benefit plans in Canada include two registered final average pay pension plans, a non-registered supplemental final average pay pension plan and a retiree welfare plan, all of which have been closed to new members. Actuarial valuations to determine the Company’s minimum funding contributions for the registered pension plans are required at least once every three years. Deficits revealed in the funding valuation must generally be funded over a period of not less than ten years. For 2018, the required funding for these plans is expected to be $31. The supplemental non-registered pension plan is not funded. The retiree welfare plan subsidizes the cost of life insurance, medical and dental benefits. These subsidies are a fixed dollar amount for those who retired after April 30, 2013 and will be eliminated for those who retire after 2019. There are no assets set aside for this plan. The registered pension plans are governed by Pension Committees, while the supplemental non-registered plan is governed by the Board of Directors. The retiree welfare plan is governed by management. (b) Risks In final average pay pension plans and retiree welfare plans, the Company generally bears the material risks which include interest rate, investment, longevity and health care cost inflation risks. In defined contribution plans, these risks are typically borne by the employee. In cash balance plans, the interest rate, investment and longevity risks are partially transferred to the employee. Material sources of risk to the Company for all plans include: ■ A decline in discount rates that increases the defined benefit obligations by more than the change in value of plan assets; ■ Lower than expected rates of mortality; and ■ For retiree welfare plans, higher than expected health care costs. The Company has managed these risks through plan design and eligibility changes that have limited the size and growth of the defined benefit obligations. Investment risks for funded plans are managed through strategies aimed at improving the alignment between movements in the invested assets and movements in the obligations. In the U.S., delegated committee representatives and management review the financial status of the qualified defined benefit pension plan at least monthly, and steps are taken in accordance with an established dynamic investment policy to reduce the risk in the plan as the funded status improves. As at December 31, 2017, the target asset allocation for the plan was 29% return-seeking assets and 71% liability-hedging assets. In Canada, internal committees and management review the financial status of the registered defined benefit pension plans on at least a quarterly basis. As at December 31, 2017, the target asset allocation for the plans was 15% return-seeking assets and 85% liability-hedging assets. (c) Pension and retiree welfare plans For the years ended December 31, Changes in defined benefit obligation: Ending balance prior year Plan mergers(1) Current service cost Past service cost Interest cost Plan participants’ contributions Actuarial losses (gains) due to: Experience Demographic assumption changes Economic assumption changes Benefits paid Impact of changes in foreign exchange rates Defined benefit obligation, December 31 Pension plans Retiree welfare plans 2017 2016 2017 2016 $ 4,767 – 48 – 182 1 15 – 214 (315) (206) $ 4,823 143 52 (57) 196 1 – (94) 116 (314) (99) $ 682 – 1 – 26 4 (9) – 41 (45) (35) $ 713 – 1 – 28 5 (2) (16) 20 (50) (17) $ 4,706 $ 4,767 $ 665 $ 682 164 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements For the years ended December 31, Change in plan assets: Fair value of plan assets, ending balance prior year Plan mergers(1) Interest income Employer contributions Plan participants’ contributions Benefits paid Administration costs Actuarial gains (losses) Impact of changes in foreign exchange rates Fair value of plan assets, December 31 Pension plans Retiree welfare plans 2017 2016 2017 2016 $ 4,277 – 164 85 1 (315) (5) 312 (191) $ 4,122 129 169 106 1 (314) (7) 158 (87) $ 4,328 $ 4,277 $ 603 – 23 12 4 (45) (2) 30 (38) $ 587 $ 635 – 25 – 5 (50) (2) 8 (18) $ 603 (1) In Canada, two smaller pension plans were merged into the primary Manulife pension plan in 2016. Amounts shown represent the value of the defined benefit obligations and assets transferred from the smaller plans into the primary Manulife plan. (d) Amounts recognized in the Consolidated Statements of Financial Position As at December 31, Development of net defined benefit liability Defined benefit obligation Fair value of plan assets Deficit Effect of asset limit(1) Deficit and net defined benefit liability Deficit is comprised of: Funded or partially funded plans Unfunded plans Pension plans Retiree welfare plans 2017 2016 2017 2016 $ 4,706 4,328 $ 4,767 4,277 378 – 378 (383) 761 490 – 490 (292) 782 $ 665 587 78 – 78 (72) 150 $ 682 603 79 – 79 (63) 142 Deficit and net defined benefit liability $ 378 $ 490 $ 78 $ 79 (1) No reconciliation has been provided for the effect of the asset limit since there was no effect in either year. For the funded pension plans, the present value of the economic benefits available in the form of reductions in future contributions to the plans is significantly greater than the surplus that would be expected to develop. (e) Disaggregation of defined benefit obligation U.S. plans Canadian plans Pension plans Retiree welfare plans Pension plans Retiree welfare plans As at December 31, Active members Inactive and retired members Total 2017 2016 $ 592 2,434 $ 637 2,528 $ 3,026 $ 3,165 2017 $ 34 481 $ 515 2016 $ 38 502 $ 540 2017 2016 $ 393 1,287 $ 403 1,199 $ 1,680 $ 1,602 2017 $ 20 130 $ 150 2016 $ 20 122 $ 142 (f) Fair value measurements The major categories of plan assets and the actual per cent allocation to each category are as follows. U.S. plans(1) Canadian plans(2) Pension plans Retiree welfare plans Pension plans Retiree welfare plans As at December 31, 2017 Fair value % of total Fair value % of total Fair value % of total Fair value % of total Cash and cash equivalents Equity securities(3) Debt securities Other investments(4) Total $ 33 695 1,979 235 1% 24% 67% 8% $ 2,942 100% $ 33 45 502 7 $587 6% 8% 85% 1% $ 5 212 1,165 4 1% 15% 84% 0% $ 100% $ 1,386 100% $ – – – – – – – – – – Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 165 U.S. plans(1) Canadian plans(2) Pension plans Retiree welfare plans Pension plans Retiree welfare plans As at December 31, 2016 Fair value % of total Fair value % of total Fair value % of total Fair value % of total Cash and cash equivalents Equity securities(3) Debt securities Other investments(4) Total $ 15 825 1,834 259 $2,933 1% 28% 62% 9% 100% $ 19 150 427 7 $ 603 3% 25% 71% 1% $ 21 460 809 54 2% 34% 60% 4% 100% $1,344 100% $ – – – – $ – – – – – – (1) All the U.S. pension and retiree welfare plan assets have daily quoted prices in active markets, except for the private equity, timber and agriculture assets. In the aggregate, the latter assets represent approximately 6% of all U.S. pension and retiree welfare plan assets as at December 31, 2017 (2016 – 6%). (2) All the Canadian pension plan assets have daily quoted prices in active markets, except for the group annuity contract assets that represent approximately 0.3% of all Canadian pension plan assets as at December 31, 2017 (2016 – 3%, including real estate and mortgage assets that were sold in 2017). (3) Equity securities include direct investments in MFC common shares of $1.3 (2016 – $1.1) in the U.S. retiree welfare plan and $nil (2016 – $nil) in Canada. (4) Other U.S. plan assets include investment in private equity, timberland and agriculture, and managed futures in 2017. Other Canadian pension plan assets include investment in the group annuity contract. (g) Net benefit cost recognized in the Consolidated Statements of Income Components of the net benefit cost for the pension plans and retiree welfare plans were as follows. For the years ended December 31, Defined benefit current service cost(1) Defined benefit administrative expenses Past service cost – plan amendments(2) Service cost Interest on net defined benefit (asset) liability(1) Defined benefit cost Defined contribution cost Net benefit cost Pension plans Retiree welfare plans $ $ 2017 48 5 – 53 18 71 75 2016 $ 52 7 (57) 2 27 29 69 $ 146 $ 98 $ 2017 2016 1 2 – 3 3 6 – 6 $ $ 1 2 – 3 3 6 – 6 (1) Includes service and interest costs for the two plans merged into the primary Manulife plan after August 1, 2016. (2) Past service cost in 2016 includes ($55) reflecting the removal of the advance provision made in prior years for non-contractual, ad-hoc increases in pension for Standard Life retirees. (h) Re-measurement effects recognized in Other Comprehensive Income For the years ended December 31, Actuarial gains (losses) on defined benefit obligations: Experience Demographic assumption changes Economic assumption changes Return on plan assets greater (less) than discount rate Total re-measurement effects Pension plans Retiree welfare plans 2017 2016 2017 2016 $ (15) – (214) 312 $ – 94 (116) 158 $ 83 $ 136 $ 9 – (41) 30 $ (2) $ 2 16 (20) 8 $ 6 (i) Assumptions The key assumptions used by the Company to determine the defined benefit obligation and net benefit cost for the defined benefit pension plans and retiree welfare plans were as follows. For the years ended December 31, 2017 2016 2017 2016 2017 2016 2017 2016 U.S. Plans Canadian Plans Pension plans Retiree welfare plans Pension plans Retiree welfare plans To determine the defined benefit obligation at end of year(1): Discount rate Initial health care cost trend rate(2) To determine the defined benefit cost for the year(1): Discount rate Initial health care cost trend rate(2) 3.6% n/a 4.1% n/a 3.6% 8.5% 4.1% 8.8% 3.5% n/a 3.9% n/a 3.6% 5.9% 4.0% 6.0% 4.1% n/a 4.4% n/a 4.1% 8.8% 4.3% 9.0% 3.9% n/a 4.1% n/a 4.0% 6.0% 4.1% 6.1% (1) Inflation and salary increase assumptions are not shown as they do not materially affect obligations and cost. (2) The health care cost trend rate used to measure the U.S. based retiree welfare obligation was 8.5% grading to 5.0% for 2032 and years thereafter (2016 – 8.8% grading to 5.0% for 2032) and to measure the net benefit cost was 8.8% grading to 5.0% for 2032 and years thereafter (2016 – 9.0% grading to 5.0% for 2032). In Canada, the rate used to measure the retiree welfare obligation was 5.9% grading to 4.8% for 2026 and years thereafter (2016 – 6.0% grading to 4.8% for 2026) and to measure the net benefit cost was 6.0% grading to 4.8% for 2026 and years thereafter (2016 – 6.1% grading to 4.8% for 2026). 166 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Assumptions regarding future mortality are based on published statistics and mortality tables. The current life expectancies underlying the values of the obligations in the defined benefit pension and retiree welfare plans are as follows. As at December 31, 2017 Life expectancy (in years) for those currently age 65 Males Females Life expectancy (in years) at age 65 for those currently age 45 Males Females U.S. Canada 22.4 23.9 24.0 25.5 22.8 24.7 23.8 25.6 (j) Sensitivity of assumptions on obligation Assumptions used can have a significant effect on the obligations reported for defined benefit pension and retiree welfare plans. The potential impact on the obligations arising from changes in the key assumptions is set out in the following table. The sensitivities assume all other assumptions are held constant. In actuality, inter-relationships with other assumptions may exist. As at December 31, 2017 Discount rate: Impact of a 1% increase Impact of a 1% decrease Health care cost trend rate: Impact of a 1% increase Impact of a 1% decrease Mortality rates(1) Impact of a 10% decrease Pension plans Retiree welfare plans $ (451) 536 n/a n/a 119 $ (67) 82 24 (21) 16 (1) If the actuarial estimates of mortality are adjusted in the future to reflect unexpected decreases in mortality, the effect of a 10% decrease in mortality rates at each future age would be an increase in life expectancy at age 65 of 0.9 years for U.S. males and females and 0.8 years for Canadian males and females. (k) Maturity profile The weighted average duration (in years) of the defined benefit obligations is as follows. As at December 31, U.S. plans Canadian plans Pension plans Retiree welfare plans 2017 9.5 12.8 2016 9.2 12.7 2017 9.8 14.2 2016 9.1 14.2 (l) Cash flows – contributions Total cash payments for all employee future benefits, comprised of cash contributed by the Company to funded defined benefit pension and retiree welfare plans, cash payments directly to beneficiaries in respect of unfunded pension and retiree welfare plans, and cash contributed to defined contribution pension plans, were as follows. For the years ended December 31, Defined benefit plans Defined contribution plans Total Pension plans Retiree welfare plans 2017 $ 85 75 $ 160 2016 $ 106 69 $ 175 2017 $ 12 – $ 12 2016 $ $ – – – The Company’s best estimate of expected cash payments for employee future benefits for the year ending December 31, 2018 is $101 for defined benefit pension plans, $77 for defined contribution pension plans and $9 for retiree welfare plans. Note 17 Interests in Structured Entities The Company is involved with both consolidated and unconsolidated structured entities (“SEs”) which are established to generate investment returns and/or fee income. The Company is also involved with SEs that are used to facilitate financing for the Company. These entities may have some or all of the following features: control is not readily identified based on voting rights; restricted activities designed to achieve a narrow objective; high amount of leverage; and/or highly structured capital. The Company only discloses its involvement in significant consolidated and unconsolidated SEs. In assessing the significance, the Company considers the nature of its involvement with the SE, including whether it is sponsored by the Company (i.e. initially organized and managed by the Company). Other factors considered include the Company’s investment in the SE as compared to total investments, its returns from the SE as compared to total net investment income, the SE’s size as compared to total funds under management, and its exposure to any other risks from its involvement with the SE. The Company does not provide financial or other support to its SEs, when it does not have a contractual obligation to do so. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 167 (a) Consolidated SEs Investment SEs The Company acts as an investment manager of timberlands and timber companies. The Company’s general fund and segregated funds invest in many of these companies. The Company has control over one timberland company which it manages, Hancock Victoria Plantations Holdings PTY Limited (“HVPH”). HVPH is a SE primarily because the Company’s employees exercise voting rights over it on behalf of other investors. As at December 31, 2017, the Company’s consolidated timber assets relating to HVPH were $884 (2016 – $920). The Company does not provide guarantees to other parties against the risk of loss from HVPH. Financing SEs The Company securitizes certain insured and variable rate commercial and residential mortgages and HELOC. This activity is facilitated by consolidated entities that are SEs because their operations are limited to issuing and servicing the Company’s capital. Further information regarding the Company’s mortgage securitization program is included in note 4. (b) Unconsolidated SEs Investment SEs The following table presents the Company’s investment and maximum exposure to loss from significant unconsolidated investment SEs, some of which are sponsored by the Company. The Company does not provide guarantees to other parties against the risk of loss from these SEs. As at December 31, Leveraged leases(3) Timberland companies(4) Real estate companies(5) Total Company’s investment(1) Company’s maximum exposure to loss(2) 2017 2016 2017 2016 $ 3,273 736 361 $ 3,369 736 327 $ 3,273 786 361 $ 3,369 749 327 $ 4,370 $ 4,432 $ 4,420 $ 4,445 (1) The Company’s investments in these unconsolidated SEs are included in invested assets and the Company’s returns from them are included in net investment income and AOCI. (2) The Company’s maximum exposure to loss from each SE is limited to amounts invested in each, plus unfunded capital commitments, if any. The Company’s investment commitments are disclosed in note 18. The maximum loss is expected to occur only upon the entity’s bankruptcy/liquidation, or as a result of a natural disaster in the case of the timber companies. (3) These entities are statutory business trusts which use capital provided by the Company and senior debt provided by other parties to finance the acquisition of assets. These assets are leased to third-party lessees under long-term leases. The Company owns equity capital in these business trusts. The Company does not consolidate any of the trusts that are party to the lease arrangements because the Company does not have decision-making power over them. (4) These entities own and operate timberlands. The Company invests in their equity and debt. The Company’s returns include investment income, investment advisory fees, forestry management fees and performance advisory fees. The Company does not control these entities because it either does not have the power to govern their financial and operating policies or does not have significant variable returns from them, or both. (5) These entities, which include the Manulife U.S. REIT, own and manage commercial real estate. The Company invests in their equity. The Company’s returns include investment income, investment management fees, property management fees, acquisition/disposition fees, and leasing fees. The Company does not control these entities because it either does not have the power to govern their financial and operating policies or does not have significant variable returns from them, or both. Financing SEs The following table presents the Company’s interests and maximum exposure to loss from significant unconsolidated financing SEs. As at December 31, Manulife Finance (Delaware), L.P.(2) Manulife Financial Capital Trust II(3) Total Company’s interests(1) 2017 2016 $ 835 1,000 $ 876 1,000 $ 1,835 $ 1,876 (1) The Company’s interests include amounts borrowed from the SEs and the Company’s investment in their subordinated capital, and foreign currency and interest swaps with them, if any. (2) This entity is a wholly-owned partnership used to facilitate the Company’s financing. Refer to notes 12 and 18. (3) This entity is an open-ended trust that is used to facilitate the Company’s financing. Refer to note 12. (i) Other invested assets The Company has investment relationships with a variety of other entities, which result from its direct investment in their debt and/or equity and which have been assessed for control. These other entities’ investments include, but are not limited to investments in power and infrastructure, oil and gas, private equity, real estate and agriculture, organized as limited partnerships and limited liability companies. Most of these other entities are not sponsored by the Company. The Company’s involvement with these other entities is not individually significant. As such, the Company neither provides summary financial data for these entities nor individually assesses whether they are SEs. The Company’s maximum exposure to losses because of its involvement with these other entities is limited to its investment in them and amounts committed to be invested but not yet funded. The Company records its income from these entities in net investment income and AOCI. The Company does not provide guarantees to other parties against the risk of loss from these other entities. 168 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (ii) Interest in securitized assets The Company invests in mortgage/asset-backed securities issued by securitization vehicles sponsored by other parties, including private issuers and government sponsored issuers, to generate investment income. The Company does not own a controlling financial interest in any of the issuers. These securitization vehicles are SEs based on their narrow scope of activities and highly leveraged capital structures. Investments in mortgage/asset-backed securities are reported on the Consolidated Statements of Financial Position as debt securities and private placements, and their fair value and carrying value are disclosed in note 4. The Company’s maximum loss from these investments is limited to amounts invested. Commercial mortgage-backed securities (“CMBS”) are secured by commercial mortgages and residential mortgage-backed securities (“RMBS”) are secured by residential mortgages. Asset-backed securities (“ABS”) may be secured by various underlying assets including credit card receivables, automobile loans and aviation leases. The mortgage/asset-backed securities that the Company invests in primarily originate in North America. The following table presents investments in securitized holdings by the type and asset quality. As at December 31, AAA AA A BBB BB and below Total company exposure CMBS $ 1,390 – 16 – 12 $ 1,418 2017 2016 RMBS $ 45 – – – – $ 45 ABS Total Total $ 1,068 401 488 142 14 $ 2,503 401 504 142 26 $ 2,269 393 592 221 38 $ 2,113 $ 3,576 $ 3,513 (iii) Mutual funds The Company sponsors and may invest in a range of public mutual funds with a broad range of investment styles. As sponsor, the Company organizes mutual funds that implement investment strategies on behalf of current and future investors. The Company earns fees which are at market rates for providing advisory and administrative services to these mutual funds. Generally, the Company does not control its sponsored mutual funds because either the Company does not have power to govern their financial and operating policies, or its returns in the form of fees and ownership interests are not significant, or both. Certain mutual funds are SEs because their decision-making rights are not vested in voting equity interests and their investors are provided with redemption rights. The Company’s relationships with these mutual funds are not individually significant. As such, the Company neither provides summary financial data for these mutual funds nor individually assesses whether they are SEs. The Company’s interest in mutual funds is limited to its investment and fees earned, if any. The Company’s investments in mutual funds are recorded as part of its investment in public equities within the Consolidated Statements of Financial Position. For information regarding the Company’s invested assets, refer to note 4. The Company does not provide guarantees to other parties against the risk of loss from these mutual funds. As sponsor, the Company’s investment in startup capital of mutual funds as at December 31, 2017 was $1,918 (2016 – $1,903). The Company’s retail mutual fund assets under management as at December 31, 2017 were $195,472 (2016 – $169,919). Note 18 Commitments and Contingencies (a) Legal proceedings The Company is regularly involved in legal actions, both as a defendant and as a plaintiff. The legal actions where the Company is a party ordinarily relate to its activities as a provider of insurance protection or wealth management products, reinsurance, or its capacity as an investment adviser, employer, or taxpayer. Other life insurers and asset managers, operating in the jurisdictions in which the Company does business, have been subject to a wide variety of other types of actions, some of which resulted in substantial judgments or settlements against the defendants; it is possible that the Company may become involved in similar actions in the future. In addition, government and regulatory bodies in Canada, the United States, Asia and other jurisdictions where the Company conducts business regularly make inquiries and, from time to time, require the production of information or conduct examinations concerning the Company’s compliance with, among other things, insurance laws, securities laws, and laws governing the activities of broker-dealers. A class action against John Hancock Life Insurance Company (U.S.A.) (“JHUSA”) is pending in the U.S. District Court for the Southern District of New York in which claims are made that JHUSA breached, and continues to breach, the contractual terms of certain universal life policies issued between approximately 1990 and 2006 by including impermissible charges in its cost of insurance (“COI”) calculations. The Company believes that its COI calculations have been, and continue to be, in accordance with the terms of the policies and intends to vigorously defend this action. Briefing on class certification is scheduled to be completed in late April. It is premature to attempt to predict any outcome or range of outcomes for this matter. A similar class action based on the same policy language in dispute in the case pending in New York had been pending in California. The parties have agreed to settle all claims alleged in the California action and are preparing final documents for approval by the supervising court; the financial terms of the settlement are not expected to be material to the Company. (b) Investment commitments In the normal course of business, various investment commitments are outstanding which are not reflected in the Consolidated Financial Statements. There were $8,235 (2016 – $7,505) of outstanding investment commitments as at December 31, 2017, of which $682 (2016 – $268) mature in 30 days, $2,177 (2016 – $2,665) mature in 31 to 365 days and $5,376 (2016 – $4,572) mature after one year. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 169 (c) Letters of credit In the normal course of business, third-party relationship banks issue letters of credit on the Company’s behalf. The Company’s businesses utilize letters of credit for which third parties are the beneficiaries, as well as for affiliate reinsurance transactions between its subsidiaries. As at December 31, 2017, letters of credit for which third parties are beneficiary, in the amount of $77 (2016 – $83), were outstanding. (d) Guarantees (i) Guarantees regarding Manulife Finance (Delaware), L.P. (“MFLP”) MFC has guaranteed the payment of amounts on the $650 subordinated debentures due on December 15, 2041 issued by MFLP, a wholly-owned unconsolidated partnership. (ii) Guarantees regarding The Manufacturers Life Insurance Company On January 29, 2007, MFC provided a subordinated guarantee, as amended and restated on January 13, 2017, of Class A Shares and Class B Shares of MLI and any other class of preferred shares that rank in parity with Class A Shares or Class B Shares of MLI. For the following subordinated debentures issued by MLI, MFC has provided a subordinated guarantee on the day of issuance: $200 issued on February 25, 2013; $250 issued on November 29, 2013; $500 issued on February 21, 2014; $500 issued on December 1, 2014; $750 issued on March 10, 2015; $350 issued on June 1, 2015; and $1,000 issued on November 20, 2015. The following table sets forth certain condensed consolidated financial information for MFC and MFLP. Condensed Consolidated Statements of Income Information For the year ended December 31, 2017 MFC (Guarantor) MLI consolidated(1) Other subsidiaries of MFC on a combined basis Consolidating adjustments Total consolidated amounts Total revenue Net income (loss) attributed to shareholders $ 182 2,104 $ 58,445 2,467 $ 270 (257) $ (574) (2,210) $ 58,323 2,104 For the year ended December 31, 2016 MFC (Guarantor) MLI consolidated(1) Other subsidiaries of MFC on a combined basis Consolidating adjustments Total consolidated amounts Total revenue Net income (loss) attributed to shareholders $ 518 2,929 $ 53,219 2,916 $ 377 (359) $ (777) (2,557) $ 53,337 2,929 MFLP $ 29 6 MFLP $ 44 (1) (1) During 2017, MLI acquired John Hancock Reassurance Company Ltd. (“JHRECO”) from MFC. MLI has restated its historical IFRS financial statements to reflect the combined accounts of MLI and JHRECO on a retroactive basis. Condensed Consolidated Statements of Financial Position As at December 31, 2017 Invested assets Total other assets Segregated funds net assets Insurance contract liabilities Investment contract liabilities Segregated funds net liabilities Total other liabilities As at December 31, 2016 Invested assets Total other assets Segregated funds net assets Insurance contract liabilities Investment contract liabilities Segregated funds net liabilities Total other liabilities MFC (Guarantor) MLI consolidated(1) $ 21 48,688 – – – – 7,696 $ 334,191 71,180 324,307 304,605 3,126 324,307 48,145 MFC (Guarantor) MLI consolidated(1) $ 161 48,073 – – – – 6,402 $ 321,698 83,607 315,177 297,505 3,275 315,177 55,808 Other subsidiaries of MFC on a combined basis $ 10 4 – – – – – Other subsidiaries of MFC on a combined basis $ 10 4 – – – – – Consolidating adjustments $ – (48,868) – – – – (509) Consolidating adjustments $ – (48,049) – – – – (309) Total consolidated amounts $ 334,222 71,004 324,307 304,605 3,126 324,307 55,332 Total consolidated amounts $ 321,869 83,635 315,177 297,505 3,275 315,177 61,901 $ MFLP 5 1,033 – – – – 831 $ MFLP 6 1,085 – – – – 882 (1) During 2017, MLI acquired John Hancock Reassurance Company Ltd. (“JHRECO”) from MFC. MLI has restated its historical IFRS financial statements to reflect the combined accounts of MLI and JHRECO on a retroactive basis. (iii) Guarantees regarding John Hancock Life Insurance Company (U.S.A.) (“JHUSA”) Details of guarantees regarding certain securities issued or to be issued by JHUSA are outlined in note 23. 170 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements (e) Pledged assets In the normal course of business, the Company pledges its assets in respect of liabilities incurred, strictly for providing collateral to the counterparty. In the event of the Company’s default, the counterparty is entitled to apply the collateral to settle the liability. The pledged assets are returned to the Company if the underlying transaction is terminated or, in the case of derivatives, if there is a decrease in the net exposure due to market value changes. The amounts pledged were as follows. As at December 31, In respect of: Derivatives Regulatory requirements Real estate Repurchase agreements Non-registered retirement plans in trust Other Total 2017 2016 Debt securities Other Debt securities Other $ 3,189 398 – 228 – 3 $ 3,818 $ 44 86 2 – 412 271 $ 815 $ 4,678 409 – 255 – 3 $ 99 78 2 – 464 174 $ 5,345 $ 837 2 (f) Lease obligations The Company has a number of operating lease obligations, primarily for the use of office space. The aggregate future minimum lease payments under non-cancelable operating leases are $838 (2016 – $966). Payments by year are included in the “Risk Management” section of the Company’s 2017 MD&A under Liquidity Risk. (g) Participating business In some territories where the Company maintains participating accounts, there are regulatory restrictions on the amounts of profit that can be transferred to shareholders. Where applicable, these restrictions generally take the form of a fixed percentage of policyholder dividends. For participating businesses operating as separate “closed blocks”, transfers are governed by the terms of MLI’s and John Hancock Mutual Life Insurance Company’s plans of demutualization. (h) Fixed surplus notes A third party contractually provides standby financing arrangements for the Company’s U.S. operations under which, in certain circumstances, funds may be provided in exchange for the issuance of fixed surplus notes. As at December 31, 2017, the Company had no fixed surplus notes outstanding. Note 19 Segmented Information The Company’s reporting segments are Asia, Canadian, U.S. and Corporate and Other Divisions. Each division manages profit and loss, develops products and services, defines distribution strategies based on the profile and needs of its business and market in which it operates. The significant product and service offerings of each division are as follows: Protection (Asia, Canadian and U.S. Divisions). Includes a variety of individual life insurance and individual and group long-term care insurance. Products are distributed through multiple distribution channels, including insurance agents, brokers, banks, financial planners and direct marketing. Wealth and Asset Management (Asia, Canadian and U.S. Divisions). Offers pension contracts and mutual fund products and services. These businesses also offer a variety of retirement products to group benefit plans. These businesses distribute products through multiple distribution channels, including insurance agents and brokers affiliated with the Company, securities brokerage firms, financial planners, pension plan sponsors, pension plan consultants and banks. Other Wealth (Asia, Canadian and U.S. Divisions). Includes annuities, single premium and banking products. Manulife Bank of Canada offers a variety of deposit and credit products to Canadian customers. Annuity contracts provide non-guaranteed, partially guaranteed and fully guaranteed investment options through general and separate account products. These businesses distribute products through multiple distribution channels, including insurance agents and brokers affiliated with the Company, financial planners and banks. Corporate and Other Segment. Comprised of investment performance on assets backing capital, net of amounts allocated to operating divisions and financing costs; Property and Casualty (“P&C”) Reinsurance Business; as well as run-off reinsurance operations including variable annuities and accident and health. Certain allocation methodologies are employed in the preparation of segmented financial information. Indirect expenses are allocated to business segments using allocation formulas applied on a consistent basis, while capital is apportioned to the Company’s business segments using a risk based methodology. The impact of changes in actuarial methods and assumptions (refer to note 8) reported in the Consolidated Statements of Income, is included in the Corporate and Other segment. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 171 Effective January 1, 2017, the operations of Manulife Asset Management are being reflected in the respective Divisional results. These operations were reported in the Corporate and Other division for 2016. By segment As at and for the year ended December 31, 2017 Revenue Premium income Life and health insurance Annuities and pensions Net premium income Net investment income Other revenue Total revenue Contract benefits and expenses Life and health insurance Annuities and pensions Net benefits and claims Interest expense Other expenses Total contract benefits and expenses Income (loss) before income taxes Income tax recovery (expense) Net income (loss) Less net income (loss) attributed to: Non-controlling interests Participating policyholders Asia Division Canadian Division U.S. Division Corporate and Other Total $ 13,145 2,568 $ 15,713 4,080 1,739 21,532 11,961 2,051 14,012 164 4,937 19,113 2,419 (403) 2,016 197 (30) 4,322 443 4,765 4,573 3,517 12,855 5,644 1,813 7,457 307 4,435 12,199 656 95 751 – (6) $ 6,778 844 7,622 10,649 6,166 24,437 16,464 907 17,371 37 6,050 23,458 979 (1,275) (296) – – $ 110 – 110 65 (676) (501) 461 – 461 631 (40) 1,052 (1,553) 1,344 (209) (3) – $ 24,355 3,855 28,210 19,367 10,746 58,323 34,530 4,771 39,301 1,139 15,382 55,822 2,501 (239) 2,262 194 (36) Net income (loss) attributed to shareholders $ 1,849 $ 757 $ (296) $ (206) $ 2,104 Total assets $ 105,233 $ 220,755 $ 383,528 $ 20,017 $ 729,533 As at and for the year ended December 31, 2016 Revenue Premium income Life and health insurance Annuities and pensions Net premium income Net investment income Other revenue Total revenue Contract benefits and expenses Life and health insurance Annuities and pensions Net benefits and claims Interest expense Other expenses Total contract benefits and expenses Income (loss) before income taxes Income tax recovery (expense) Net income (loss) Less net income (loss) attributed to: Non-controlling interests Participating policyholders Asia Division Canadian Division U.S. Division Corporate and Other Total $ 12,111 3,474 $ 15,585 2,143 1,566 19,294 10,435 2,913 13,348 146 4,241 17,735 1,559 (243) 1,316 115 60 $ 4,366 606 4,972 4,255 3,480 $ 6,703 284 6,987 7,980 5,591 12,707 20,558 5,207 1,179 6,386 305 4,279 10,970 1,737 (250) 1,487 – 1 10,829 2,765 13,594 45 5,619 19,258 1,300 (166) 1,134 – – 88 – 88 146 544 778 806 – 806 517 722 2,045 (1,267) 463 (804) 28 – $ 23,268 4,364 27,632 14,524 11,181 53,337 27,277 6,857 34,134 1,013 14,861 50,008 3,329 (196) 3,133 143 61 Net income (loss) attributed to shareholders $ 1,141 $ 1,486 $ 1,134 $ (832) $ 2,929 Total assets $ 92,843 $ 214,820 $ 386,619 $ 26,399 $ 720,681 The results of the Company’s business segments differ from geographic segment primarily due to the allocation of Company’s Corporate and Other division into the geographic segments to which its businesses relate. 172 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements By geographic location As at and for the year ended December 31, 2017 Revenue Premium income Life and health insurance Annuities and pensions Net premium income Net investment income Other revenue Total revenue As at and for the year ended December 31, 2016 Revenue Premium income Life and health insurance Annuities and pensions Net premium income Net investment income Other revenue Total revenue Asia Canada U.S. Other Total $ 13,215 2,568 $ 3,894 443 $ 6,780 844 $ 466 – $ 24,355 3,855 15,783 4,258 1,632 4,337 4,642 3,187 7,624 10,407 5,911 466 60 16 28,210 19,367 10,746 $ 21,673 $ 12,166 $ 23,942 $ 542 $ 58,323 Asia Canada U.S. Other Total $ 12,184 3,474 $ 3,909 606 $ 6,705 284 $ 470 – $ 23,268 4,364 15,658 2,368 1,608 4,515 4,096 3,443 6,989 7,880 6,105 470 180 25 27,632 14,524 11,181 $ 19,634 $ 12,054 $ 20,974 $ 675 $ 53,337 Note 20 Related Parties Related party transactions were made in the normal course of business and at the terms that would exist in arm’s-length transactions. (a) Transactions with certain related parties Transactions with MFLP, a wholly owned unconsolidated partnership, and MFCT, a wholly owned unconsolidated trust, are described in notes 11, 12 and 18. (b) Compensation of key management personnel The Company’s key management personnel are those personnel who have the authority and responsibility for planning, directing and controlling the activities of the Company. Directors (both executive and non-executive) and senior management are considered key personnel. Accordingly, the summary of compensation of key management personnel is as follows. For the years ended December 31, Short-term employee benefits Post-employment benefits Share-based payments Termination benefits Other long-term benefits Total Note 21 Subsidiaries 2017 $ 44 3 43 6 2 $ 98 2016 $ 33 3 44 4 3 $ 87 The following is a list of Manulife’s directly and indirectly held major operating subsidiaries. As at December 31, 2017 (100% owned unless otherwise noted in brackets beside company name) Address Description The Manufacturers Life Insurance Company Toronto, Canada Leading Canadian-based financial services company that offers a diverse range of financial protection products and wealth management services Manulife Holdings (Alberta) Limited John Hancock Financial Corporation Calgary, Canada Holding company Wilmington, Delaware, U.S.A. Holding company The Manufacturers Investment Corporation Michigan, U.S.A. Holding company John Hancock Reassurance Company Ltd. U.S.A. Michigan, U.S.A. John Hancock Life Insurance Company (U.S.A.) Michigan, U.S.A. Captive insurance subsidiary that provides life, annuity and long-term care reinsurance to affiliates U.S. life insurance company licensed in all states, except New York Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 173 As at December 31, 2017 (100% owned unless otherwise noted in brackets beside company name) Address Description John Hancock Subsidiaries LLC John Hancock Financial Network, Inc. John Hancock Advisers, LLC John Hancock Funds, LLC Manulife Asset Management (US) LLC Hancock Natural Resource Group, Inc. Wilmington, Delaware, U.S.A. Boston, Massachusetts, U.S.A. Boston, Massachusetts, U.S.A. Boston, Massachusetts, U.S.A. Wilmington, Delaware, U.S.A. Holding company Financial services distribution organization Investment advisor Broker-dealer Asset management company Boston, Massachusetts, U.S.A. Manager of globally diversified timberland and agricultural portfolios John Hancock Life Insurance Company of New York New York, U.S.A. U.S. life insurance company licensed in New York John Hancock Investment Management Services, LLC John Hancock Life & Health Insurance Company John Hancock Distributors LLC John Hancock Insurance Agency, Inc. Boston, Massachusetts, U.S.A. Boston, Massachusetts, U.S.A. Wilmington, Delaware, U.S.A. Wilmington, Delaware, U.S.A. Investment advisor U.S. life insurance company licensed in all states Broker-dealer Insurance agency Manulife Reinsurance Limited Hamilton, Bermuda Provides life and financial reinsurance to affiliates Manulife Reinsurance (Bermuda) Limited Hamilton, Bermuda Provides life and annuity reinsurance to affiliates Manulife Bank of Canada Waterloo, Canada Provides integrated banking products and service options not available from an insurance company Manulife Asset Management Holdings (Canada) Inc. Toronto, Canada Holding company Manulife Asset Management Limited Toronto, Canada Provides investment counseling, portfolio and mutual fund management in Canada First North American Insurance Company Toronto, Canada Property and casualty insurance company NAL Resources Management Limited Manulife Resources Limited Manulife Property Limited Partnership Manulife Property Limited Partnership II Calgary, Canada Management company for oil and gas properties Calgary, Canada Holds oil and gas properties Toronto, Canada Holds oil and gas royalties Toronto, Canada Holds oil and gas royalties and foreign bonds and equities Manulife Western Holdings Limited Partnership Calgary, Canada Holds oil and gas properties Manulife Securities Investment Services Inc. Oakville, Canada Mutual fund dealer for Canadian operations Manulife Holdings (Bermuda) Limited Hamilton, Bermuda Holding company Manufacturers P & C Limited Manulife Financial Asia Limited Manulife (Cambodia) PLC St. Michael, Barbados Provides property and casualty reinsurance Hong Kong, China Holding company Phnom Penh, Cambodia Life insurance company Manufacturers Life Reinsurance Limited St. Michael, Barbados Provides life and annuity reinsurance to affiliates Manulife (Vietnam) Limited Manulife Asset Management (Vietnam) Company Limited Ho Chi Minh City, Vietnam Ho Chi Minh City, Vietnam Life insurance company Fund management company Manulife International Holdings Limited Hong Kong, China Holding company Manulife (International) Limited Hong Kong, China Life insurance company Manulife-Sinochem Life Insurance Co. Ltd. (51%) Shanghai, China Life insurance company Manulife Asset Management International Holdings Limited Hong Kong, China Holding company Manulife Asset Management (Hong Kong) Limited Hong Kong, China Investment management and advisory company marketing mutual funds Manulife Asset Management (Taiwan) Co., Ltd. Taipei, Taiwan Asset management company Manulife Life Insurance Company Tokyo, Japan Life insurance company Manulife Asset Management (Japan) Limited Tokyo, Japan Investment management and advisory company and mutual fund business Manulife Insurance (Thailand) Public Company Limited Bangkok, Thailand Life insurance company (92.1%)(1) 174 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements As at December 31, 2017 (100% owned unless otherwise noted in brackets beside company name) Address Description Manulife Asset Management (Thailand) Company Limited Bangkok, Thailand Investment management company (95.3%)(1) Manulife Holdings Berhad (59.5%) Manulife Insurance Berhad (59.5%) Manulife Asset Management Services Berhad (59.5%) Manulife (Singapore) Pte. Ltd. Manulife Asset Management (Singapore) Pte. Ltd. The Manufacturers Life Insurance Co. (Phils.), Inc. Manulife Chinabank Life Assurance Corporation (60%) Kuala Lumpur, Malaysia Kuala Lumpur, Malaysia Kuala Lumpur, Malaysia Singapore Singapore Makati City, Philippines Makati City, Philippines Holding company Life insurance company Asset management company Life insurance company Asset management company Life insurance company Life insurance company PT Asuransi Jiwa Manulife Indonesia Jakarta, Indonesia Life insurance company PT Manulife Aset Manajemen Indonesia Jakarta, Indonesia Manulife Asset Management (Europe) Limited London, England Investment management company marketing mutual funds and discretionary funds Investment management company for Manulife Financial’s international funds Manulife Assurance Company of Canada Toronto, Canada Life insurance company EIS Services (Bermuda) Limited Berkshire Insurance Services Inc. JH Investments (Delaware) LLC Hamilton, Bermuda Investment holding company Toronto, Canada Investment holding company Boston, Massachusetts, U.S.A. Investment holding company Manulife Securities Incorporated Oakville, Canada Investment dealer Manulife Asset Management (North America) Limited Toronto, Canada Investment advisor Regional Power Inc. Mississauga, Canada Developer and operator of hydro-electric power projects (1) MFC voting rights percentages are the same as the ownership percentages except for Manulife Insurance (Thailand) Public Company Limited and Manulife Asset Management (Thailand) Company Limited where MFC’s voting rights are 98.1% and 98.9%, respectively. Note 22 Segregated Funds The Company manages a number of segregated funds on behalf of policyholders. Policyholders are provided with the opportunity to invest in different categories of segregated funds that respectively hold a range of underlying investments. The Company retains legal title to the underlying investments; however, returns from these investments belong to the policyholders. Accordingly, the Company does not bear the risk associated with these assets outside of guarantees offered on certain variable life and annuity products. The “Risk Management” section of the Company’s 2017 MD&A provides information regarding the variable annuity and segregated fund guarantees. The composition of net assets by categories of segregated funds was within the following ranges for the years ended December 31, 2017 and 2016. Type of fund Money market funds Fixed income funds Balanced funds Equity funds Ranges in per cent 2017 2016 2% to 3% 14% to 15% 22% to 29% 55% to 60% 2% to 3% 14% to 15% 22% to 24% 59% to 61% Money market funds consist of investments that have a term to maturity of less than one year. Fixed income funds primarily consist of investments in fixed grade income securities and may contain smaller investments in diversified equities or high-yield bonds. Relative to fixed income funds, balanced funds consist of fixed income securities and a larger equity investment component. The types of equity funds available to policyholders range from low volatility equity funds to aggressive equity funds. Equity funds invest in a varying mix of Canadian, U.S. and global equities. The underlying investments of the segregated funds consist of both individual securities and mutual funds (collectively “net assets”), some of which may be structured entities. The carrying value and change in segregated funds net assets are as follows. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 175 Segregated funds net assets As at December 31, Investments at market value Cash and short-term securities Debt securities Equities Mutual funds Other investments Accrued investment income Other assets and liabilities, net Total segregated funds net assets Composition of segregated funds net assets Held by policyholders Held by the Company Total segregated funds net assets Fair value related information of segregated funds is disclosed in note 4(g). Changes in segregated funds net assets For the years ended December 31, Net policyholder cash flow Deposits from policyholders Net transfers to general fund Payments to policyholders Investment related Interest and dividends Net realized and unrealized investment gains Other Management and administration fees Impact of changes in foreign exchange rates Net additions Segregated funds net assets, beginning of year Segregated funds net assets, end of year 2017 2016 $ 4,756 15,472 12,624 288,007 4,514 201 (766) $ 4,524 15,651 12,458 278,966 4,552 201 (644) $ 324,808 $ 315,708 $ 324,307 501 $ 315,177 531 $ 324,808 $ 315,708 2017 2016 $ 34,776 (1,734) (45,970) $ 33,130 (878) (39,731) (12,928) (7,479) 16,930 24,384 41,314 (4,496) (14,790) (19,286) 9,100 315,708 15,736 4,097 19,833 (4,386) (6,007) (10,393) 1,961 313,747 $ 324,808 $ 315,708 Segregated funds assets may be exposed to a variety of financial and other risks. These risks are primarily mitigated by investment guidelines that are actively monitored by professional and experienced portfolio advisors. The Company is not exposed to these risks beyond the liabilities related to the guarantees associated with certain variable life and annuity products. Accordingly, the Company’s exposure to loss from segregated fund products is limited to the value of these guarantees. These guarantee liabilities are recorded within the Company’s insurance contract liabilities. Assets supporting these guarantees are recognized in invested assets according to their investment type. Note 23 SignatureNotes Issued or Assumed by John Hancock Life Insurance Company (U.S.A.) Information Provided in Connection with Investments in Deferred Annuity Contracts and The following condensed consolidated financial information, presented in accordance with IFRS, and the related disclosure have been included in these Consolidated Financial Statements with respect to JHUSA in compliance with Regulation S-X and Rule 12h-5 of the United States Securities and Exchange Commission (the “Commission”). These financial statements are incorporated by reference in the MFC and its subsidiaries registration statements that are described below and which relate to MFC’s guarantee of certain securities to be issued by its subsidiaries. JHUSA maintains a book of deferred annuity contracts that feature a market value adjustment and are registered with the Commission. The deferred annuity contracts may contain variable investment options along with fixed investment period options, or may offer only fixed investment period options. The fixed investment period options enable the participant to invest fixed amounts of money for fixed terms at fixed interest rates, subject to a market value adjustment if the participant desires to terminate a fixed investment period before its maturity date. The annuity contract provides for the market value adjustment to keep the parties whole with respect to the fixed interest bargain for the entire fixed investment period. These fixed investment period options that contain a market value adjustment feature are referred to as “MVAs”. JHUSA may also sell medium-term notes to retail investors under its SignatureNotes program. 176 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Effective December 31, 2009, John Hancock Variable Life Insurance Company (the “Variable Company”) and John Hancock Life Insurance Company (the “Life Company”) merged with and into JHUSA. In connection with the mergers, JHUSA assumed the Variable Company’s rights and obligations with respect to the MVAs issued by the Variable Company and the Life Company’s rights and obligations with respect to the SignatureNotes issued by the Life Company. MFC fully and unconditionally guaranteed the payment of JHUSA’s obligations under the MVAs and under the SignatureNotes (including the MVAs and SignatureNotes assumed by JHUSA in the merger), and such MVAs and the SignatureNotes were registered with the Commission. The SignatureNotes and MVAs assumed or issued by JHUSA are collectively referred to in this note as the “Guaranteed Securities”. JHUSA is, and each of the Variable Company and the Life Company was, a wholly owned subsidiary of MFC. MFC’s guarantees of the Guaranteed Securities are unsecured obligations of MFC, and are subordinated in right of payment to the prior payment in full of all other obligations of MFC, except for other guarantees or obligations of MFC which by their terms are designated as ranking equally in right of payment with or subordinate to MFC’s guarantees of the Guaranteed Securities. The laws of the State of New York govern MFC’s guarantees of the SignatureNotes issued or assumed by JHUSA and the laws of the Commonwealth of Massachusetts govern MFC’s guarantees of the MVAs issued or assumed by JHUSA. MFC has consented to the jurisdiction of the courts of New York and Massachusetts. However, because a substantial portion of MFC’s assets are located outside the United States, the assets of MFC located in the United States may not be sufficient to satisfy a judgment given by a federal or state court in the United States to enforce the subordinate guarantees. In general, the federal laws of Canada and the laws of the Province of Ontario, where MFC’s principal executive offices are located, permit an action to be brought in Ontario to enforce such a judgment provided that such judgment is subsisting and unsatisfied for a fixed sum of money and not void or voidable in the United States and a Canadian court will render a judgment against MFC in a certain dollar amount, expressed in Canadian dollars, subject to customary qualifications regarding fraud, violations of public policy, laws limiting the enforcement of creditor’s rights and applicable statutes of limitations on judgments. There is currently no public policy in effect in the Province of Ontario that would support avoiding the recognition and enforcement in Ontario of a judgment of a New York or Massachusetts court on MFC’s guarantees of the SignatureNotes issued or assumed by JHUSA or a Massachusetts court on guarantees of the MVAs issued or assumed by JHUSA. MFC is a holding company. MFC’s assets primarily consist of investments in its subsidiaries. MFC’s cash flows primarily consist of dividends and interest payments from its operating subsidiaries, offset by expenses and shareholder dividends and MFC stock repurchases. As a holding company, MFC’s ability to meet its cash requirements, including, but not limited to, paying any amounts due under its guarantees, substantially depends upon dividends from its operating subsidiaries. These subsidiaries are subject to certain regulatory restrictions under laws in Canada, the United States and certain other countries, which may limit their ability to pay dividends or make contributions or loans to MFC. For example, some of MFC’s subsidiaries are subject to restrictions prescribed by the ICA on their ability to declare and pay dividends. The restrictions related to dividends imposed by the ICA are described in note 14. In the United States, insurance laws in Michigan, New York, and Massachusetts, the jurisdictions in which certain of MFC’s U.S. insurance company subsidiaries are domiciled, impose general limitations on the payment of dividends and other upstream distributions or loans by these insurance subsidiaries. These limitations are described in note 14. In Asia, the insurance laws of the jurisdictions in which MFC operates either provide for specific restrictions on the payment of dividends or other distributions or loans by subsidiaries or impose solvency or other financial tests, which could affect the ability of subsidiaries to pay dividends in certain circumstances. There can be no assurance that any current or future regulatory restrictions in Canada, the United States or Asia will not impair MFC’s ability to meet its cash requirements, including, but not limited to, paying any amounts due under its guarantee. The following condensed consolidated financial information, presented in accordance with IFRS, reflects the effects of the mergers and is provided in compliance with Regulation S-X and in accordance with Rule 12h-5 of the Commission. Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 177 Condensed Consolidated Statement of Financial Position As at December 31, 2017 Assets Invested assets Investments in unconsolidated subsidiaries Reinsurance assets Other assets Segregated funds net assets Total assets Liabilities and equity Insurance contract liabilities Investment contract liabilities Other liabilities Long-term debt Capital instruments Segregated funds net liabilities Shareholders’ equity Participating policyholders’ equity Non-controlling interests Total liabilities and equity Condensed Consolidated Statement of Financial Position As at December 31, 2016 Assets Invested assets Investments in unconsolidated subsidiaries Reinsurance assets Other assets Segregated funds net assets Total assets Liabilities and equity Insurance contract liabilities Investment contract liabilities Other liabilities Long-term debt Capital instruments Segregated funds net liabilities Shareholders’ equity Participating policyholders’ equity Non-controlling interests Total liabilities and equity MFC (Guarantor) JHUSA (Issuer) Other subsidiaries Consolidation adjustments Consolidated MFC $ 21 $ 108,144 $ 226,421 14,999 8,281 40,715 149,812 6,509 49,927 18,678 176,139 48,374 – 314 – $ (364) $ 334,222 – 30,359 40,645 324,307 (69,882) (27,849) (19,062) (1,644) $ 48,709 $ 359,397 $ 440,228 $ (118,801) $ 729,533 $ – $ 147,155 $ 185,884 – 1,998 41,394 297 4,784 1 5,188 2,615 149,812 – 54,801 41,013 221 – 929 – 1,130 19,399 – 584 176,139 14,990 – – $ (28,434) $ 304,605 3,126 42,160 4,785 8,387 324,307 41,013 221 929 (2) (18,930) – – (1,644) (69,791) – – $ 48,709 $ 359,397 $ 440,228 $ (118,801) $ 729,533 MFC (Guarantor) JHUSA (Issuer) Other subsidiaries Consolidation adjustments Consolidated MFC $ 161 $ 109,063 $ 213,043 17,504 6,457 10,069 51,537 43,931 28,718 142,400 174,917 47,758 – 315 – $ (398) $ 321,869 – 34,952 48,683 315,177 (71,719) (26,654) (24,281) (2,140) $ 48,234 $ 370,692 $ 426,947 $ (125,192) $ 720,681 $ – $ 147,504 $ 177,524 2,027 – 43,994 252 7 5,689 6,092 461 142,400 – 53,912 41,832 248 – 743 – 1,251 28,892 – 627 174,917 17,501 – – $ (27,523) $ 297,505 3,275 49,025 5,696 7,180 315,177 41,832 248 743 (3) (24,113) – – (2,140) (71,413) – – $ 48,234 $ 370,692 $ 426,947 $ (125,192) $ 720,681 178 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Condensed Consolidated Statement of Income For the year ended December 31, 2017 Revenue Net premium income Net investment income (loss) Net other revenue Total revenue Contract benefits and expenses Net benefits and claims Commissions, investment and general expenses Other expenses Total contract benefits and expenses Income (loss) before income taxes Income tax (expense) recovery Income (loss) after income taxes Equity in net income (loss) of unconsolidated subsidiaries Net income (loss) Net income (loss) attributed to: Non-controlling interests Participating policyholders Shareholders Condensed Consolidated Statement of Income For the year ended December 31, 2016 Revenue Net premium income Net investment income (loss) Net other revenue Total revenue Contract benefits and expenses Net benefits and claims Commissions, investment and general expenses Other expenses Total contract benefits and expenses Income (loss) before income taxes Income tax (expense) recovery Income (loss) after income taxes Equity in net income (loss) of unconsolidated subsidiaries Net income (loss) Net income (loss) attributed to: Non-controlling interests Participating policyholders Shareholders MFC (Guarantor) JHUSA (Issuer) Other subsidiaries Consolidation adjustments Consolidated MFC – 178 4 182 – 11 404 415 (233) 62 (171) 2,275 11,084 7,986 2,874 21,944 20,803 3,208 194 24,205 (2,261) 1,134 (1,127) 628 17,130 11,947 10,912 39,989 19,179 13,900 1,915 34,994 4,995 (1,435) 3,560 (486) (4) (744) (3,044) (3,792) (681) (2,097) (1,014) (3,792) – – – (2,417) 28,210 19,367 10,746 58,323 39,301 15,022 1,499 55,822 2,501 (239) 2,262 – $ 2,104 $ (499) $ 3,074 $ (2,417) $ 2,262 $ – – 2,104 $ 2,104 $ – (10) (489) $ 194 (36) 2,916 $ – 10 (2,427) $ 194 (36) 2,104 $ (499) $ 3,074 $ (2,417) $ 2,262 MFC (Guarantor) JHUSA (Issuer) Other subsidiaries Consolidation adjustments Consolidated MFC – 475 43 518 – 11 259 270 248 28 276 2,653 $ 2,929 $ – – 2,929 $ 2,929 5,021 6,191 2,569 13,781 10,340 3,272 59 13,671 110 251 361 211 572 – (48) 620 $ $ 22,611 9,092 11,108 42,811 24,748 13,016 2,076 39,840 2,971 (475) 2,496 572 – (1,234) (2,539) (3,773) (954) (1,840) (979) (3,773) – – – (3,436) 27,632 14,524 11,181 53,337 34,134 14,459 1,415 50,008 3,329 (196) 3,133 – $ 3,068 $ (3,436) $ 3,133 $ 143 61 2,864 $ – 48 (3,484) $ (3,436) $ 143 61 2,929 $ 3,133 $ 572 $ 3,068 Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 179 Consolidated Statement of Cash Flows For the year ended December 31, 2017 Operating activities Net income (loss) Adjustments: Equity in net income of unconsolidated subsidiaries Increase (decrease) in insurance contract liabilities Increase (decrease) in investment contract liabilities (Increase) decrease in reinsurance assets Amortization of (premium) discount on invested assets Other amortization Net realized and unrealized (gains) losses and impairment on assets Deferred income tax expense (recovery) Stock option expense Cash provided by (used in) operating activities before undernoted items Dividends from unconsolidated subsidiary Changes in policy related and operating receivables and payables Cash provided by (used in) operating activities Investing activities Purchases and mortgage advances Disposals and repayments Changes in investment broker net receivables and payables Investment in common shares of subsidiaries Net cash decrease from sale and purchase of subsidiaries and businesses Capital contribution to unconsolidated subsidiaries Return of capital from unconsolidated subsidiaries Notes receivable from affiliates Notes receivable from parent Notes receivable from subsidiaries Cash provided by (used in) investing activities Financing activities Increase (decrease) in repurchase agreements and securities sold but not yet purchased Redemption of long-term debt Issue of capital instruments, net Redemption of capital instruments Secured borrowings from securitization transactions Changes in deposits from Bank clients, net Shareholders’ dividends paid in cash Dividends paid to parent Contributions from (distributions to) non-controlling interests, net Common shares issued, net Capital contributions by parent Return of capital to parent Notes payable to affiliates Notes payable to parent Notes payable to subsidiaries Cash provided by (used in) financing activities Cash and short-term securities Increase (decrease) during the year Effect of foreign exchange rate changes on cash and short-term securities Balance, beginning of year Balance, end of year Cash and short-term securities Beginning of year Gross cash and short-term securities Net payments in transit, included in other liabilities Net cash and short-term securities, beginning of year End of year Gross cash and short-term securities Net payments in transit, included in other liabilities Net cash and short-term securities, end of year Supplemental disclosures on cash flow information: Interest received Interest paid Income taxes paid MFC (Guarantor) JHUSA (Issuer) Other subsidiaries Consolidation adjustments Consolidated MFC $ 2,104 $ (499) $ 3,074 $ (2,417) $ 2,262 (2,275) – – – – 4 (7) (59) – (233) 2,700 (45) 2,422 – – – (2,473) – – – – – (16) (2,489) – (600) 2,209 – – – (1,780) – – 124 – – – – (24) (71) (138) (2) 161 21 (628) 16,877 55 (1,890) 24 123 (2,609) (2,239) (4) 9,210 125 (4,627) 4,708 (30,645) 26,952 182 – – (63) 11 – 368 (10) (3,205) – – – – – – – (1,175) – – – – (201) – – (1,376) 127 (276) 3,787 3,638 486 3,146 118 4,159 206 433 (4,572) 1,967 19 9,036 1,175 4,450 14,661 (56,579) 43,768 45 – (10) – – 201 24 – (12,551) (29) (7) – (899) 741 261 – (2,825) (6) 2,473 63 (11) – 26 (368) (581) 1,529 (380) 10,290 11,439 161 – 161 21 – 21 273 392 99 $ $ 4,317 (530) 3,787 10,673 (383) 10,290 4,133 (495) 11,811 (372) $ 3,638 $ 11,439 $ 4,391 96 1,084 $ 6,504 1,202 177 $ $ 2,417 – – – – – – – – – (4,000) – (4,000) – – – 2,473 – 63 (11) (201) (392) 26 1,958 – – – – – – – 4,000 – (2,473) (63) 11 201 (26) 392 2,042 – – – – – – – – – – – 20,023 173 2,269 230 560 (7,188) (331) 15 18,013 – (222) 17,791 (87,224) 70,720 227 – (10) – – – – – (16,287) (29) (607) 2,209 (899) 741 261 (1,780) – (6) 124 – – – – – 14 1,518 (658) 14,238 15,098 15,151 (913) 14,238 15,965 (867) $15,098 (572) (572) – $10,596 1,118 1,360 180 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Consolidated Statement of Cash Flows For the year ended December 31, 2016 Operating activities Net income (loss) Adjustments: Equity in net income of unconsolidated subsidiaries Increase (decrease) in insurance contract liabilities Increase (decrease) in investment contract liabilities (Increase) decrease in reinsurance assets Amortization of (premium) discount on invested assets Other amortization Net realized and unrealized (gains) losses and impairment on assets Deferred income tax expense (recovery) Stock option expense Cash provided by (used in) operating activities before undernoted items Dividends from unconsolidated subsidiary Changes in policy related and operating receivables and payables Cash provided by (used in) operating activities Investing activities Purchases and mortgage advances Disposals and repayments Changes in investment broker net receivables and payables Investment in common shares of subsidiaries Net cash decrease from sale and purchase of subsidiaries and businesses Capital contribution to unconsolidated subsidiaries Return of capital from unconsolidated subsidiaries Notes receivable from affiliates Notes receivable from parent Notes receivable from subsidiaries Cash provided by (used in) investing activities Financing activities (Decrease) increase in repurchase agreements and securities sold but not yet purchased Issue of long-term debt, net Redemption of long-term debt Issue of capital instruments, net Redemption of capital instruments Secured borrowings from securitization transactions Changes in deposits from Bank clients, net Shareholders’ dividends paid in cash Contributions from (distributions to) non-controlling interests, net Common shares issued, net Preferred shares issued, net Dividends paid to parent Capital contributions by parent Return of capital to parent Notes payable to affiliates Notes payable to parent Notes payable to subsidiaries Cash provided by (used in) financing activities Cash and short-term securities Increase (decrease) during the year Effect of foreign exchange rate changes on cash and short-term securities Balance, beginning of year Balance, end of year Cash and short-term securities Beginning of year Gross cash and short-term securities Net payments in transit, included in other liabilities Net cash and short-term securities, beginning of year End of year Gross cash and short-term securities Net payments in transit, included in other liabilities MFC (Guarantor) JHUSA (Issuer) Other subsidiaries Consolidation adjustments Consolidated MFC $ 2,929 $ 572 $ 3,068 $ (3,436) $ 3,133 (2,653) – – – – 2 (9) 3 – 272 1,950 171 2,393 (32) – – (5,706) – – – – – (6) (5,744) – 3,899 – 479 – – – (1,593) – 66 884 – – – – – (344) 3,391 40 (1) 122 161 122 – 122 161 – (211) 5,225 58 (1,444) (5) 284 (917) 391 (1) 3,952 111 (1,291) 2,772 (34,656) 32,343 (35) – – (350) 1 – – (40) (572) 12,789 (58) 602 83 407 (1,878) (629) 20 13,832 – 81 13,913 (69,371) 49,658 (151) – (495) – – 544 344 – (2,737) (19,471) – – – – – – – – – – – – – – (544) – – (544) (23) – (158) – (949) 847 (157) – 10 5,706 – (2,061) 350 (1) – 46 – 3,610 (509) (149) 4,445 3,787 (1,948) (197) 12,435 10,290 4,938 (493) 4,445 12,825 (390) 12,435 4,317 (530) 10,673 (383) 3,436 – – – – – – – – – (2,061) – (2,061) – – – 5,706 – 350 (1) (544) (344) 46 5,213 – – – – – – – – – (5,706) – 2,061 (350) 1 544 (46) 344 (3,152) – – – – – – – – – – – 18,014 – (842) 78 693 (2,804) (235) 19 18,056 – (1,039) 17,017 (104,059) 82,001 (186) – (495) – – – – – (22,739) (23) 3,899 (158) 479 (949) 847 (157) (1,593) 10 66 884 – – – – – – 3,305 (2,417) (347) 17,002 14,238 17,885 (883) 17,002 15,151 (913) $14,238 (768) (768) – $10,550 983 841 Net cash and short-term securities, end of year $ 161 $ 3,787 $ 10,290 Supplemental disclosures on cash flow information: Interest received Interest paid Income taxes paid $ – 210 35 $ 4,523 144 68 $ 6,795 1,397 738 $ $ Notes to Consolidated Financial Statements | Manulife Financial Corporation | 2017 Annual Report 181 Note 24 Comparatives Certain comparative amounts have been reclassified to conform to the current year’s presentation. 182 Manulife Financial Corporation | 2017 Annual Report | Notes to Consolidated Financial Statements Additional Actuarial Disclosures Source of Earnings Manulife uses a Source of Earnings (“SOE”) to identify the primary sources of gains or losses in each reporting period. It is one of the key tools the Company uses to understand and manage its business. The SOE is prepared following OSFI’s regulatory guidelines, and in accordance with educational notes published by the Canadian Institute of Actuaries (“CIA”). The SOE attributes each component of earnings to one of seven categories: expected profit from in-force business, the impact of new business, experience gains or losses (comparing actual to expected outcomes), the impact of management actions and changes in assumptions, earnings on surplus funds, other, and income taxes. In aggregate, these elements explain the $2,104 million of net income attributed to shareholders in 2017. Each of these seven categories is described below: Expected profit from in-force business represents the formula-driven release of Provisions for Adverse Deviation (“PfADs”) on non-fee income insurance businesses, the expected net income on fee businesses, and the planned margins on one-year renewable businesses such as Group Benefits. PfADs are a requirement of the Canadian Actuarial Standards of Practice, and represent additional amounts held in excess of the expected cost of discharging policy obligations in order to provide a margin of conservatism. These amounts are released over time as the Company is released from the risks associated with the policy obligations. The increase in 2017 over 2016 was primarily due to higher fee income in our wealth and asset management businesses and in-force volume growth in Asia, partially offset by the impact of changes in foreign currency exchange rates. For mutual fund and asset management businesses, all pre-tax income is reported in expected profit from in-force business except the non-capitalized acquisition expenses which are reported in impact of new business. Impact of new business represents the financial impact of new business written in the period, including acquisition expenses. Writing new business creates economic value, which is offset by PfADs and other limits on capitalization of this economic value in actuarial liabilities. For businesses which do not have actuarial reserves, this represents the non-deferrable upfront cost of issuing the business. The new business gain in 2017 has improved compared to 2016, primarily due to higher insurance sales volumes in Japan and Other Asia, and favourable product mix in Japan, partially offset by higher non-deferrable acquisition costs in wealth and asset management businesses due to higher gross flows. Experience gains or losses arise from items such as claims, policy persistency, fee income, and expenses, where the actual experience in the current period differs from the expected results assumed in the insurance and investment contract liabilities. It also includes experience gains or losses associated with actual investment returns and movements in investment markets differing from those expected on assets supporting insurance and investment contract liabilities. For the majority of businesses, the expected future investment returns underlying policy valuations are updated quarterly for investment market movements and this impact is also included in experience gains and losses. This component also includes the impact of currency changes to the extent they are separately quantified. Experience gains do not include the impact of management actions or changes in assumptions during the reporting period, which are reported in “Management actions and changes in assumptions”. The experience losses in 2017 were primarily due to unfavourable policyholder experience and the unfavourable impact of interest rate movements. Policyholder experience reflected a $240 million charge in our Property and Casualty Reinsurance business in the third quarter of 2017 related to hurricanes. The impact of interest rate movements was driven by reductions in corporate spreads and increases in swap spreads. These losses were partially offset by favourable investment related experience on general fund liabilities and a favourable impact from equity markets. The favourable investment related experience on general fund liabilities was driven by the favourable impact of fixed income reinvestment activities on the measurement of our policy liabilities and strong credit experience. The experience losses in 2016 were primarily due to the unfavourable impact of interest rate movements, unfavourable segregated fund guarantee experience, and unfavourable policyholder experience. The impact of interest rate movements was driven by the unfavourable impact of lower corporate spreads in the U.S. and Canada, partially offset by the favourable impact of lower swap spreads in Canada. These losses were partially offset by favourable investment related experience on general fund liabilities, driven by favourable fixed income reinvestments and credit experience. Management actions and changes in assumptions reflect the income impact of changes to valuation methods and assumptions for insurance and investment contract liabilities and other management initiated actions in the year that are outside the normal course of business. All changes in the methods and assumptions impacting insurance and investment contract liabilities are reported in the Corporate and Other (“Corporate”) segment. The 2017 pre-tax earnings impact of changes in methods and assumptions was a $172 million charge compared to a $610 million charge in 2016. The $172 million charge in 2017 was primarily due to ALDA and public equity investment return assumption updates, U.S. Life mortality assumption updates and Canadian retail insurance lapse assumption updates, partially offset by refinements to the projection of tax and liability cash flows in the U.S., and future corporate spread assumption updates. Note 8 of the Consolidated Financial Statements provides additional detail on the changes in actuarial methods and assumptions. Impacts from material management action items reported in the Corporate segment in 2017 included charges from the sale of bonds designated as available for sale (“AFS”) and the expected cost of equity macro hedges. Impacts from material management action items reported in the Corporate segment in 2016 included gains from the sale of bonds designated as available for sale (“AFS”) and a gain related to the release of tax-related contingencies, partially offset by the expected cost of equity macro hedges and an update to tax timing assumptions related to the valuation of policy liabilities. Additional Actuarial Disclosures | Manulife Financial Corporation | 2017 Annual Report 183 Management action items in Canada in 2017 included a charge due to the decision to change the portfolio asset mix in legacy businesses. Management action items in the U.S. in 2017 included charges due to U.S. Tax Reform and the decision to change the portfolio asset mix in legacy business, partially offset by a gain resulting from an internal legal entity restructuring. Management action items in Canada in 2016 included integration costs for the Standard Life acquisition and gains from reinsurance recaptures. Management action items in the U.S. in 2016 included restructuring and impairment charges related to the discontinuance of new sales of the individual long-term care product. Earnings on surplus funds reflect the actual investment returns on assets supporting the Company’s surplus (shareholders’ equity). These assets comprise a diversified portfolio and returns will vary with the underlying asset categories. Other represents pre-tax earnings items not included in any other line of the SOE, including the impact of non-controlling interests. Income taxes represent tax charges to earnings based on the varying tax rates in the jurisdictions in which Manulife conducts business. Manulife’s net income attributed to shareholders for the full year 2017 decreased to $2,104 million from $2,929 million the previous year. For the year ended December 31, 2017 (C$ millions) Expected profit from In-force business Impact of new business Experience gains (losses) Management actions and changes in assumptions Earnings on surplus funds Other Income (loss) before income taxes Income tax (expense) recovery Asia Canada U.S. $ 1,357 $ 1,691 $ 2,515 (284) 1,111 (2,903) 598 (58) 756 164 (69) 146 (102) (144) (700) (522) 369 (32) $ 2,252 $ 662 $ 979 (1,275) (403) 95 Corporate and Other Total $ (15) $ 5,548 328 (162) (3,842) 674 (203) – (737) (348) (439) (11) $(1,550) $ 2,343 (239) 1,344 Net income (loss) attributed to shareholders $ 1,849 $ 757 $ (296) $ (206) $ 2,104 For the year ended December 31, 2016 (C$ millions) Expected profit from In-force business Impact of new business Experience gains (losses) Management actions and changes in assumptions Earnings on surplus funds Other Income (loss) before income taxes Income tax (expense) recovery Asia Canada U.S. $ 1,240 $ 1,494 $ 2,224 (190) (1,105) (152) 533 (10) (177) 103 (21) 353 (16) 460 (433) 5 146 (34) $ 1,384 $ 1,736 $ 1,300 (166) (250) (243) Corporate and Other Total $ 120 $ 5,078 28 (1,852) (595) 484 (18) (65) (417) (427) (548) 42 $(1,295) $ 3,125 (196) 463 Net income (loss) attributed to shareholders $ 1,141 $ 1,486 $ 1,134 $ (832) $ 2,929 Embedded Value The embedded value (“EV”) as of December 31, 2017 will be disclosed later. 184 Manulife Financial Corporation | 2017 Annual Report | Additional Actuarial Disclosures Board of Directors Current as of February 13, 2018 Richard B. DeWolfe Chairman of the Board Manulife Toronto, ON, Canada Director Since: 2004 Hon. Ronalee H. Ambrose Corporate Director Calgary, AB, Canada Director Since: 2017 Joseph P. Caron Principal and Founder Joseph Caron Incorporated Vancouver, BC, Canada Director Since: 2010 Susan F. Dabarno Corporate Director Bracebridge, ON, Canada Director Since: 2013 Sheila S. Fraser Corporate Director Ottawa, ON, Canada Director Since: 2011 Roy Gori President and Chief Executive Officer Manulife Toronto, ON, Canada Director Since: 2017 John M. Cassaday Vice Chair and Chair Elect of the Board Manulife Toronto, ON, Canada Director Since: 1993 Luther S. Helms Founder and Advisor Sonata Capital Group Paradise Valley, AZ, U.S.A. Director Since: 2007 Executive Leadership Team Tsun-yan Hsieh Chairman Linhart Group Pte Ltd. Singapore, Singapore Director Since: 2011 P. Thomas Jenkins Chairman of the Board OpenText Corporation Linton, Cambridgeshire, United Kingdom Director Since: 2015 Pamela O. Kimmet Chief Human Resources Officer Cardinal Health, Inc. Atlanta, GA, U.S.A. Director Since: 2016 Donald R. Lindsay President and Chief Executive Officer Teck Resources Limited Vancouver, BC, Canada Director Since: 2010 John R.V. Palmer Corporate Director Toronto, ON, Canada Director Since: 2009 C. James Prieur Corporate Director Chicago, IL, U.S.A. Director Since: 2013 Andrea S. Rosen Corporate Director Toronto, ON, Canada Director Since: 2011 Lesley D. Webster President and Founder Daniels Webster Capital Advisors Naples, FL, U.S.A. Director Since: 2012 Current as of February 13, 2018 Roy Gori President and Chief Executive Officer Michael J. Doughty President and Chief Executive Officer, Manulife Canada Steven A. Finch Chief Actuary Gregory A. Framke Executive Vice President, Chief Information Officer James D. Gallagher Executive Vice President and General Counsel Gretchen H. Garrigues Executive Vice President, Global Chief Marketing Officer Marianne Harrison President and Chief Executive Officer, John Hancock Scott S. Hartz Executive Vice President, General Account Investments Rahim Hirji Executive Vice President and Chief Risk Officer Naveed Irshad Head, North America Legacy Business Patricia D. Johns Interim Head of Human Resources Stephani E. Kingsmill Senior Advisor to the Chief Executive Officer Paul R. Lorentz Head, Global Wealth and Asset Management Linda P. Mantia Senior Executive Vice President and Chief Operating Officer Warren A. Thomson Senior Executive Vice President and Chief Investment Officer Anil Wadhwani President and Chief Executive Officer, Manulife Asia Philip J. Witherington Chief Financial Officer Board of Directors and Executive Leadership Team | Manulife Financial Corporation | 2017 Annual Report 185 Office Listing Corporate Headquarters Manulife Financial Corporation 200 Bloor Street East Toronto, ON M4W 1E5 Canada Tel: +1 416-926-3000 Canadian Division Head Office 500 King Street North Waterloo, ON N2J 4C6 Canada Tel: +1 519-747-7000 Group Benefits 25 Water Street South Kitchener, ON N2G 4Z4 Canada Tel: +1 519-747-7000 Individual Insurance 500 King Street North Waterloo, ON N2J 4C6 Canada Tel: +1 519-747-7000 International Group Program 200 Berkeley Street Boston, MA 02117 U.S.A. Tel: +1 617-572-6000 International Group Program – Europe John Hancock International Services S.A. Avenue de Tervuren 270-272 B-1150 Brussels Belgium Tel: +32 02 775 2940 Manulife Investments 500 King St North, Waterloo, ON N2J 4C6 Canada Tel: +1 519-747-7000 Manulife Bank of Canada 500 King Street North Waterloo, ON N2J 4C6 Canada Tel: +1 519-747-7000 Manulife Advisory Services 1235 North Service Road West Oakville, ON L6M 2W2 Canada Tel: +1 905-469-2100 Affinity Markets 200 Bloor Street East Toronto, ON M4W 1E5 Canada Tel: +1 800-668-0195 Manulife Quebec Maison Manuvie 900 de Maisonneuve Ouest Montréal, QC H3A 0A8 Canada Tel: +1 514-499-7999 U.S. Division John Hancock Financial Head Office and U.S. Wealth Management 601 Congress Street Boston, MA 02210 U.S.A. Tel: +1 617-663-3000 John Hancock Insurance 197 Clarendon Street Boston, MA 02117 U.S.A. Tel: +1 617-572-6000 Asia Division Head Office 10/F, The Lee Gardens 33 Hysan Avenue Causeway Bay Hong Kong Tel: +852 2510-5888 Cambodia Manulife (Cambodia) PLC 8/F, Siri Tower 104 Russian Federation Boulevard Sangkat Toeuk Laak I Khan Toul Kork Phnom Penh, Cambodia Tel: +855 23 965 999 China Manulife-Sinochem Life Insurance Co., Ltd. 6/F, Jin Moa Tower 88 Century Boulevard Pudong New Area Shanghai 200121 P.R. China Tel: +86 21 2069-8888 +86 21 2069-8930 Manulife-Teda Fund Management Co., Ltd. 3/F, South Block, Winland International Financial Center No. 7 Financial Street XiCheng District Beijing 100033 P.R. China Tel: +86 10 6657-7777 Hong Kong Manulife (International) Ltd. 22/F, Tower A Manulife Financial Centre 223-231 Wai Yip Street Kwun Tong, Kowloon Hong Kong Tel: +852 2310-5600 Manulife Provident Funds Trust Co., Ltd. 22/F, Tower A Manulife Financial Centre 223-231 Wai Yip Street Kwun Tong, Kowloon Hong Kong Tel: +852 2310-5600 Macau Manulife (International) Ltd. Avenida De Almeida Ribeiro No. 61 Circle Square, 14 andar A Macau Tel: +853 8398-0388 Indonesia PT Asuransi Jiwa Manulife Indonesia Sampoerna Strategic Square Jl. Jend. Sudirman Kav 45-46 South Tower Jakarta 12930 Indonesia Tel: +62 21 2555-7788 Japan Manulife Life Insurance Co. 30th Floor, Tokyo Opera City 3-20-2 Nishi Shinjuku, Shinjuku-ku Tokyo, Japan 163-1430 Tel: +81 3 6331-7000 Malaysia Manulife Holdings Berhad Menara Manulife No. 6 Jalan Gelenggang Damansara Heights 50490 Kuala Lumpur, Malaysia Tel: +60 3 2719-9228 Philippines The Manufacturers Life Insurance Co. (Phils.), Inc. 16/F, LKG Tower 6801 Ayala Avenue 1226 Makati City Philippines Tel: +63 2 884-5433 Singapore Manulife (Singapore) Pte Ltd. 51 Bras Basah Road #09-00 Manulife Centre Singapore 189554 Tel: +65 6737-1221 Thailand Manulife Insurance (Thailand) Public Co., Ltd. Manulife Place 364/30 Sri Ayudhaya Road Rajthevi, Bangkok 10400 Thailand Tel: +66 2 246-7650 Vietnam Manulife (Vietnam) Ltd. Manulife Plaza 75 Hoang Van Thai Street Tan Phu Ward, District 7 Ho Chi Minh City Vietnam Tel: +84 8 5416-6888 P&C Reinsurance Division Manulife Re Manulife P&C Limited The Goddard Building Haggatt Hall St. Michael, BB-11059 Barbados, West Indies Tel: +246 228-4910 Investment Division Manulife Asset Management Ltd. 200 Bloor Street East Toronto, ON M4W 1E5 Canada Tel: +1 416-852-2204 Management Asset Management (US) LLC 197 Clarendon Street Boston, MA 02116 U.S.A. Tel: +1 617-375-1500 Manulife Asset Management (Asia), a division of Manulife Asset Management (Hong Kong) Ltd. 16/F The Lee Gardens 33 Hysan Avenue Causeway Bay, Hong Kong Tel: +852 2910-2600 Manulife Asset Management (Japan) Ltd. 15/F Marunouchi Trust Tower North Building 1-8-1 Marunouchi, Chiyoda-ku Tokyo, Japan 100-0005 Tel: +81 3 6267-1955 186 Manulife Financial Corporation | 2017 Annual Report | Office Listing PT Manulife Aset Manajemen Indonesia Sampoerna Strategic Square Jl. Jend, Sudirman Kav. 45-46 31/F, South Tower Jakarta 12930 Indonesia Tel: +6221 2555-7788 Manulife Asset Management Services Berhad 16th Floor, Menara Manulife No. 6 Jalan Gelenggang Damansara Heights 50490 Kuala Lumpur, Malaysia Tel: +60 3 2719-9228 Manulife Asset Management (Singapore) Pte. Ltd. 51 Bras Basah Road #11-02 Manulife Centre Singapore 189554 Tel: +65 6501-5411 Manulife Asset Management (Taiwan) Co., Ltd. 6/F No. 89, Sungren Road Taipei 11073 Taiwan, R.O.C. Tel: +886 2 2757-5969 Manulife Asset Management (Thailand) Co., Ltd. 6/F, Manulife Place 364/30 Sri Ayudhaya Road, Rajthevi Bangkok, Thailand 10400 Tel: +66 2 246-7650 Manulife Asset Management (Vietnam) Co., Ltd. 4/F, Manulife Plaza 75 Hoang Van Thai Street Tan Phu Ward, District 7 Ho Chi Minh City Vietnam Tel: +84 8 5416-6777 Manulife Asset Management (Europe) Ltd. One London Wall London EC2Y 5EA United Kingdom Tel: +44 20 7256 3500 Manulife Capital 200 Bloor Street East Toronto, ON M4W 1E5 Canada Tel: +1 800-286-1909 (Canada) +1 800-809-3082 (U.S.A.) NAL Resources Management Ltd. 550 6th Avenue S.W., Suite 600 Calgary, AB T2P 0S2 Canada Tel: +1 403-294-3600 Real Estate Division 250 Bloor Street East, 15th Floor Toronto, ON M4W 1E5 Canada Tel: +1 416-926-5500 Hancock Natural Resource Group 197 Clarendon Street, 8th Floor Boston, MA 02116-5010 U.S.A. Tel: +1 617-747-1600 Glossary of Terms Available-For-Sale (AFS) Financial Assets: Non-derivative financial assets that are designated as available-for-sale or that are not classified as loans and receivables, held-to-maturity investments, or held for trading. Accumulated Other Comprehensive Income (AOCI): A separate component of shareholders’ equity which includes net unrealized gains and losses on AFS securities, net unrealized gains and losses on derivative instruments designated within an effective cash flow hedge, and unrealized foreign currency translation gains and losses. These items have been recognized in other comprehensive income and may be subsequently reclassified to net income. AOCI also includes remeasurement of pension and other post-employment plans, which is recognized in other comprehensive income and will never be reclassified to net income. Assets Under Management and Administration (AUMA): A measure of the size of the Company. It is comprised of the non-GAAP measures assets under management (“AUM”), which includes both assets of general account and external client assets for which we provide investment management services, and assets under administration (“AUA”), which includes assets for which we provide administrative services only. Book Value per Share: Ratio obtained by dividing common shareholders’ equity by the number of common shares outstanding at the end of the period. Cash Flow Hedges: A hedge of the exposure to variability in cash flows associated with a recognized asset or liability, a forecasted transaction or a foreign currency risk in an unrecognized firm commitment that is attributable to a particular risk and could affect reported net income. Constant Currency Basis: Amounts stated on a constant currency basis are calculated by applying the most recent quarter’s exchange rates to all prior periods. Core Earnings (Loss): A measure to help investors better understand the long-term earnings capacity and valuation of the business. Core earnings excludes the direct impact of equity markets and interest rates as well as a number of other items that are considered material and exceptional in nature. While this metric is relevant to how we manage our business and offers a consistent methodology, it is not insulated from macro-economic factors, which can have a significant impact. Deferred Acquisition Costs (DAC): Costs directly attributable to the acquisition of new business, principally agents’ compensation, which are capitalized on the Company’s Consolidated Statements of Financial Position and amortized into income over a specified period. Embedded Value: A measure of shareholders’ value embedded in the current balance sheet of the Company, excluding any value associated with future new business. Guarantee Value: Typically within variable annuity products, the guarantee value refers to the level of the policyholder’s protected account balance which is unaffected by market fluctuations. Hedging: The practice of making an investment in a market or financial instrument for the purpose of offsetting or limiting potential losses from other investments or financial exposures. Dynamic Hedging: A hedging technique which seeks to limit an investment’s market exposure by adjusting the hedge as the underlying security changes (hence, “dynamic”). Macro hedging: An investment technique used to offset the risk of an entire portfolio of assets. A macro hedge reflects a more broad-brush approach which is not frequently adjusted to reflect market changes. International Financial Reporting Standards (IFRS): Refers to the international accounting standards in Canada, effective January 1, 2011; this was a change from Canadian Generally Accepted Accounting Principles (CGAAP). Impaired Assets: Mortgages, debt securities and other investment securities in default where there is no longer reasonable assurance of collection. In-Force: Refers to the policies that are currently active. Long-Term Care (LTC) Insurance: Insurance coverage available on an individual or group basis to provide reimbursement for medical and other services to the chronically ill, disabled, or mentally challenged. Minimum Continuing Capital and Surplus Requirements (MCCSR): The ratio of the available capital of a life insurance company to its required capital, each as calculated under the Office of the Superintendent of Financial Institutions’ (OSFI) published guidelines. New Business Value (NBV): The change in shareholders’ economic value as a result of sales in the period. NBV is calculated as the present value of shareholders’ interests in expected future distributable earnings, after the cost of capital, on actual new business sold in the period using assumptions that are consistent with the assumptions used in the calculation of embedded value. NBV excludes businesses with immaterial insurance risks, such as Manulife’s wealth and asset management businesses and Manulife Bank. New Business Strain: The initial expense of writing an insurance policy that is incurred when the policy is written, and has an immediate negative impact on the Company’s financial position. Over the life of the contract, future income (premiums, investment income, etc.) is expected to repay this initial outlay. Other than Temporary Impairment (OTTI): A write down that is made if the institution does not expect the fair value of the security to recover prior to its maturity or the expected time of sale. Premiums and Deposits: A measure of top line growth. The Company calculates premiums and deposits as the aggregate of (i) general fund premiums, net of reinsurance, reported as premiums on the Consolidated Statements of Income, (ii) segregated fund deposits, excluding seed money (“deposits from policyholders”), (iii) investment contract deposits, (iv) mutual fund deposits, (v) deposits into institutional advisory accounts, (vi) premium equivalents for “administration services Glossary of Terms Manulife Financial Corporation 2017 Annual Report 187 only” group benefits contracts (“ASO premium equivalents”), (vii) premiums in the Canadian Group Benefits reinsurance ceded agreement, and (viii) other deposits in other managed funds. Policyholder Experience: The actual cost in a reporting period from contingent events such as mortality, lapse and morbidity compared to the expected cost in that same reporting period using best estimate valuation assumptions. Provisions for Adverse Deviation (PfAD): The amounts contained in the insurance and investment contract liabilities that represent conservatism against potential future deterioration of best estimate assumptions. These PfADs are released into income over time, and the release of these margins represents the future expected earnings stream. Insurance and Investment Contract Liabilities: The amount of money set aside today, together with the expected future premiums and investment income, that will be sufficient to provide for future expected policyholder obligations and expenses while also providing some conservatism in the assumptions. Expected assumptions are reviewed and updated annually. Return on Common Shareholders’ Equity: A profitability measure that presents the net income available to common shareholders as a percentage of the average capital deployed to earn the income. Sales, Gross Flows and Net Flows are measured according to product type: Individual Insurance: New annualized premiums reflect the annualized premiums expected in the first year of a policy that requires premium payments for more than one year. Sales are reported gross before the impact of reinsurance. Single premiums are weighted at 10% and consist of the lump sum premium from the sale of a single premium product, e.g. travel insurance. Group Insurance: Sales include new annualized premiums and ASO premium equivalents on new cases, as well as the addition of new coverages and amendments to contracts, excluding rate increases. Other Wealth: Sales include all deposits into the Company’s mutual funds, college savings 529 plans, group pension/retirement savings products, private wealth and institutional asset management products. Gross Flows: A measure for Manulife’s WAM businesses and includes all deposits into the Company’s mutual funds, college savings 529 plans, group pension/retirement savings products, private wealth and institutional asset management products. Net Flows: A measure for Manulife’s WAM businesses and includes gross flows less redemptions for the Company’s mutual funds, college savings 529 plans, group pension/retirement savings products, private wealth and institutional asset management products. Total Capital: Capital funding that is both unsecured and permanent in nature. Comprises of total equity (excluding AOCI on cash flow hedges), liabilities for preferred shares, and capital instruments. For regulatory reporting purposes, the numbers are further adjusted for various additions or deductions to capital as mandated by the guidelines used by OSFI. Universal Life Insurance: A form of permanent life insurance with flexible premiums. The customer may vary the premium payment and death benefit within certain restrictions. The contract is credited with a rate of interest based on the return of a portfolio of assets held by the Company, possibly with a minimum rate guarantee, which may be reset periodically at the discretion of the Company. Variable Annuity: Funds are invested in segregated funds (also called separate accounts in the U.S.) and the return to the contract holder fluctuates according to the earnings of the underlying investments. In some instances, guarantees are provided. Variable Universal Life Insurance: A form of permanent life insurance with flexible premiums in which the cash value and possibly the death benefit of the policy fluctuate according to the investment performance of segregated funds (or separate accounts). 188 Manulife Financial Corporation 2017 Annual Report Glossary of Terms Shareholder Information MANULIFE FINANCIAL CORPORATION HEAD OFFICE 200 Bloor Street East Toronto, ON Canada M4W 1E5 Telephone 416 926-3000 Fax: 416 926-5454 Web site: www.manulife.com ANNUAL MEETING OF SHAREHOLDERS Shareholders are invited to attend the annual meeting of Manulife Financial Corporation to be held on May 3, 2018 at 11:00 a.m. in the International Room at 200 Bloor Street East, Toronto, ON, Canada M4W 1E5 STOCK EXCHANGE LISTINGS Manulife Financial Corporation’s common shares are listed on: Toronto Stock Exchange (MFC) The New York Stock Exchange (MFC) The Stock Exchange of Hong Kong (945) Philippine Stock Exchange (MFC) INVESTOR RELATIONS Financial analysts, portfolio managers and other investors requiring financial information may contact our Investor Relations Department or access our Web site at www.manulife.com. Fax: 416 926-3503 E-mail: investor_relations@manulife.com SHAREHOLDER SERVICES For information or assistance regarding your share account, including dividends, changes of address or ownership, lost certificates, to eliminate duplicate mailings or to receive shareholder material electronically, please contact our Transfer Agents in Canada, the United States, Hong Kong or the Philippines. If you live outside one of these countries please contact our Canadian Transfer Agent. Direct Deposit of Dividends Shareholders resident in Canada, the United States and Hong Kong may have their Manulife common share dividends deposited directly into their bank account. To arrange for this service please contact our Transfer Agents. Dividend Reinvestment Program Canadian and U.S. resident common shareholders may purchase additional common shares without incurring brokerage or administrative fees by reinvesting their cash dividend through participation in Manulife’s Dividend Reinvestment and Share Purchase Programs. For more information please contact our stock transfer agents: in Canada – AST Trust Company (Canada); in the United States – American Stock Transfer & Trust Company, LLC For other shareholder issues please contact Manulife’s Shareholder Services department by calling toll free (within North America) to 1 800 795-9767, ext 221022; from outside North America dial 416 926-3000, ext 221022; via fax: 416 926-3503 or via e-mail to shareholder_services@manulife.com More information Information about Manulife Financial Corporation, including electronic versions of documents and share and dividend information is available online at www.manulife.com TRANSFER AGENTS Canada AST Trust Company (Canada) P.O. Box 700 Station B Montreal, QC Canada H3B 3K3 Toll Free: 1 800 783-9495 Collect: 416 682-3864 E-mail: inquiries@astfinancial.com Online: www.astfinancial.com/ca-en AST Trust Company (Canada) offices are also located in Toronto, Vancouver and Calgary. United States American Stock Transfer & Trust Company, LLC P.O. Box 199036 Brooklyn, NY United States 11219 Toll Free: 1 800 249-7702 Collect: 416 682-3864 E-mail: inquiries@astfinancial.com Online: www.astfinanical.com Hong Kong Tricor Investor Services Limited Level 22, Hopewell Centre 183 Queen’s Road East Wan Chai, Hong Kong Telephone: 852 2980-1333 E-mail: is-enquiries@hk.tricorglobal.com Online: www.tricorglobal.com/services/ investor-services Philippines Rizal Commercial Banking Corporation Ground Floor, West Wing, GPL (Grepalife) Building, 221 Senator Gil Puyat Avenue, Makati City, Metro Manila, Philippines Telephone: 632 318-8567 E-mail: rcbcstocktransfer@rcbc.com Online: www.rcbc.com AUDITORS Ernst & Young LLP Chartered Accountants Licensed Public Accountants Toronto, Canada MFC DIVIDENDS Common Share Dividends Paid for 2016 and 2017 Record Date Payment Date Per Share Amount Canadian ($) Year 2017 Fourth Quarter Third Quarter Second Quarter First Quarter Year 2016 Fourth Quarter Third Quarter Second Quarter First Quarter February 21, 2018 March 19, 2018 November 21, 2017 December 19, 2017 August 22, 2017 September 19, 2017 June 19, 2017 May 16, 2017 February 22, 2017 March 20, 2017 November 22, 2016 December 19, 2016 August 16, 2016 September 19, 2016 June 20, 2016 May 17, 2016 $ 0.22 $ 0.205 $ 0.205 $ 0.205 $ 0.205 $ 0.185 $ 0.185 $ 0.185 Common and Preferred Share Dividend Dates in 2018* * Dividends are not guaranteed and are subject to approval by the Board of Directors. Record date Common and Preferred Shares Payment date Common Shares Preferred Shares February 21, 2018 May 15, 2018 August 21, 2018 November 20, 2018 March 19, 2018 June 19, 2018 September 19, 2018 December 19, 2018 March 19, 2018 June 19, 2018 September 19, 2018 December 19, 2018 Shareholder Information | Manulife Financial Corporation | 2017 Annual Report 189 Manulife Financial Corporation is a leading international financial services group that helps people make their decisions easier and lives better. We operate primarily as John Hancock in the United States and Manulife elsewhere. We provide financial advice, insurance, as well as wealth and asset management solutions for individuals, groups and institutions. At the end of 2017, we had approximately 34,000 employees, 73,000 agents, and thousands of distribution partners, serving more than 26 million customers. As of December 31, 2017, we had over $1.04 trillion (US$829.4 billion) in assets under management and administration, and in the previous 12 months we made $26.7 billion in payments to our customers. Our principal operations are in Asia, Canada and the United States where we have served customers for more than 100 years. With our global headquarters in Toronto, Canada, we trade as 'MFC' on the Toronto, New York, and the Philippine stock exchanges and under '945' in Hong Kong. IR3930E manulife.com johnhancock.com