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We do life.
Prudential plc Annual Report 2019
2019 highlights
Prudential helps people de‑risk
their lives and deal with their
biggest financial concerns.
We provide our customers
with the freedom to face
the future with confidence.
Our year in numbers
Summary financials
Adjustedoperatingprofitfromcontinuingoperations1
OperatingfreesurplusgeneratedfromcontinuingoperationsbeforeUS
EEVmodellingenhancements2,3
Lifenewbusinessprofitfromcontinuingoperations4
IFRSprofitaftertaxfromcontinuingoperations5
Netcashremittancesfrombusinessunitsfromcontinuingoperations6
LCSMshareholdersurplusoverGroupminimumcapitalrequirement7
2019
2018
$5,310m $4,409m
$3,764m $3,410m
$4,405m $4,707m
Changeonan
actualexchange
ratebasis8
Changeona
constantexchange
ratebasis8
20%
10%
(6)%
20%
10%
(6)%
$1,953m $2,881m
(32)%
(33)%
$1,465m $1,417m
$9.5bn
$9.7bn
3%
(2)%
–
–
Totalfull-yearordinarydividend
46.26 cents
TheGroup’s2020dividendwillbedeterminedunderthe
Group’sdividendpolicyfroma2019baseof36.84cents9
Notes
1
‘Adjustedoperatingprofit’referstoadjustedIFRSoperatingprofitbasedonlonger-term
investmentreturnsfromcontinuingoperations.Thisalternativeperformancemeasureis
reconciledtoIFRSprofitfortheyearinnoteB1.1oftheIFRSfinancialstatements.
2 Forinsuranceoperations,operatingfreesurplusgeneratedrepresentsamountsmaturingfrom
thein-forcebusinessduringtheyearlessinvestmentinnewbusinessandexcludes
non-operatingitems.Forassetmanagementbusinesses,itequatestopost-taxoperatingprofit
fortheyear.Furtherinformationissetoutinnote11oftheEEVbasisresults.
3 During2019,aspartoftheimplementationoftheNAIC’schangestotheUSstatutoryreserve
andcapitalframeworkenhancementsweremadetothemodelusedtoallowforhedging
withinUSstatutoryreportingwhichhavebeenincorporatedintotheEEVmodel.Thisresulted
inafallinoperatingfreesurplusof$(903)millionfromalowerexpectedtransfertonetworth.
Afterallowingforthis,operatingfreesurplusgeneratedis$2,861million,down16percenton
bothaconstantandactualexchangeratebasis.
transactions,amortisationofacquisitionaccountingadjustmentsandthetotaltaxcharge
fortheyear.
6 Netcashremittedbybusinessunitsareincludedintheholdingcompanycashflow,whichis
disclosedindetailinnoteI(iii)oftheAdditionalunauditedfinancialinformation.This
comprisesdividendsandothertransfersfrombusinessunitsthatarereflectiveofemerging
earningsandcapitalgeneration.
7 SurplusoverGroupminimumcapitalrequirementandestimatedbeforeallowingforsecond
interimordinarydividend.Shareholderbusinessexcludestheavailablecapitalandminimum
capitalrequirementofparticipatingbusinessinHongKong,SingaporeandMalaysia.2018
surplusexcludesM&Gplcandincludes$3.7billionofsubordinateddebtissuedby
PrudentialplcthatwastransferredtoM&Gplcon18October2019.Furtherinformation
onthebasisofcalculationoftheLCSMmeasureiscontainedinnoteI(i)oftheAdditional
unauditedfinancialinformation.
4 Newbusinessprofit,onapost-taxbasis,onbusinesssoldintheyear,calculatedinaccordance
8 FurtherinformationonactualandconstantexchangeratebasesissetoutinnoteA1ofthe
5
withEEVprinciples.
IFRSprofitaftertaxfromcontinuingoperationsreflectsthecombinedeffectsofoperatingresults
determinedonthebasisoflonger-terminvestmentreturns,togetherwithshort-terminvestment
varianceswhichfor2019weredrivenbynon-operatinglossesinJackson,corporate
IFRSfinancialstatements.
9 TheGroup’sdividendpolicywillbedeterminedfroma2019USdollarbaseof36.84centsper
share,representingthefull-yearordinarydividendfor2019of46.26centslessthe
contributionofthediscontinuedM&Gplcbusiness(9.42centspershare).
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01
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationPositive Asia-led
performance
$5,310m +20%
adjusted operating profit from continuing operations1
46.26¢
full-year ordinary dividend
$9.5bn
LCSM shareholder surplus over Group
minimum capital requirement7
$1,953m
IFRS profit after tax from continuing operations
(2018: $2,881 million)
18,125
employees worldwide
$29.1m
community investment
20m
life customers
103,775hrs
of volunteer service by 10,834 employees
Contents
01 Group overview
Chairman’sstatement
GroupChiefExecutive’sreport
02 Strategic report
Ataglance
Ourbusinessmodel
Ourperformance
Ourbusinesses
GroupChiefFinancialOfficerand
ChiefOperatingOfficer’sreport
onthe2019financialperformance
GroupChiefRiskandCompliance
Officer’sreportontherisks
facingourbusinessandhow
thesearemanaged
ESGsummary
03
03
06
10
12
14
16
18
34
51
72
03 Governance
88
90
92
97
98
108
Chairman’sintroduction
BoardofDirectors
GroupExecutiveCommittee
Howweoperate
Riskmanagementand
internalcontrol
110
Committeereports
Statutoryandregulatorydisclosures 133
135
IndextoprincipalDirectors’
reportdisclosures
04 Directors’
136
138
remuneration report
Annualstatementfromthe
ChairmanoftheRemuneration
Committee
OurExecutiveDirectors’
remunerationataglance
Annualreportonremuneration
144
NewDirectors’remunerationpolicy 174
192
Additionalremuneration
disclosures
142
05 Financial statements
196
06 European Embedded Value
330
(EEV) basis results
07 Additional information
Indextotheadditionalunaudited
financialinformation
Riskfactors
Glossary
Shareholderinformation
Howtocontactus
360
362
388
396
400
403
TheDirectors’ReportofPrudentialplcfortheyearended
31December2019issetoutonpages3to9,90to135and
362to403,andincludesthesectionsoftheAnnualReport
referredtointhesepages.
02
Prudential plc AnnualReport2019
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CHAIRMAN’SSTATEMENT
Secondordinarydividend
25.97¢
Continuing
to deliver
long-term value
I am pleased to report that Prudential has produced a positive
performance during 2019. We continue to focus on how we
deliver for our customers, shareholders and wider stakeholders.
Prudentialhelpspeoplede-risktheir
livesandcopewiththeirbiggestfinancial
concerns,helpingthemtofacethefuture
withconfidence.Ourcontinuedprogress
in2019,ayearofconsiderableeconomic
uncertainty,isareflectionofourpurpose-
drivenapproach.
Oursuccessfulcompletionofthedemerger
ofM&GplcfromtheGroup,aheadof
schedulein2019,wasoneofthemost
complexchangestoourbusinessfor
manyyears.Iamproudofthewayour
peopleworkedtowardsthissignificant
achievementwhilecontinuingtoperform
forourcustomersandinvestors.
OurambitionforJacksonisthatitshould
playabroaderroleintheUSretirement
incomemarket,throughastrategyof
diversifyingitsproductrangeand
distributionnetwork.Inviewofthis,
Jacksonwillneedaccesstoadditional
investment,whichwebelievewouldbest
beprovidedbythirdparties.Overthe
pastninemonths,wehaveundertaken
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationCHAIRMAN’SSTATEMENT
CONTINUED
significantworkwithouradviserstoassess
optionsforintroducingthird-partyfinance
intoJackson.TheBoardhasdetermined
thatthepreferredroutetoachievethisis
toseekalistingofJacksonintheUS,
subjecttomarketconditions.Wewill
nowbegindetailedengagementwithkey
stakeholders,withaviewtoensuringthat
Jacksonwillhavethecapitalstrengthas
aseparatelylistedbusinesstosupport
itscontinuedsuccessasabroadprovider
ofretirementsolutionsforAmerica’s
ageingpopulation.
Dividend
TheBoardhasapproveda2019second
interimordinarydividendof25.97cents
pershare,equivalenttothe19.60pence
persharepreviouslyannouncedin
thedemergerCircularalongsidethe
newdividendpolicyfortheGroup
post-demerger.
TheGroup’s2020dividendunderthis
newprogressivedividendpolicywillbe
determinedfroma2019USdollarbase
of36.84centspershare.
Board changes
AstronganddecisiveBoardisatthe
coreofawellruncompany.Therobust
governanceprovidedbyourBoardis
keytoensuringwecontinuetomeetallour
objectives.Developingtheskills,diversity
andexperienceofourBoardrequiresa
flexibleapproachandopennesstochange,
justastheGroup’sshapeisitselfchanging.
During2019,wemadeanumberof
changestotheBoard’scomposition,
allofwhichhavehelpedtoreinforceits
capabilitiesandpositionitstronglyfor
thefuture,andweputplansinplacefor
refreshingtheBoardintheyearstocome.
AmyYipjoinedusinSeptemberasa
Non-executiveDirectorandamemberof
theRemunerationCommittee,bringing
considerableexpertiseinfinancialservices
inChinaandSouth-eastAsia.Atthe
beginningofJanuary2020,Jeremy
AndersonjoinedusasaNon-executive
DirectorandamemberoftheRiskand
AuditCommittees,providingsubstantial
experienceininternationalfinancial
services,particularlyinauditandrisk
management.Iwouldliketowelcome
AmyandJeremytotheBoardandIwould
particularlyliketothankHowardDavies,
whowillstepdownfromtheBoardatthe
conclusionofthe2020AnnualGeneral
Meeting,forhissignificantcontribution
duringhistenureandhisleadershipofthe
RiskCommitteesinceitsinception.Jeremy
AndersonwillsucceedHowardasChairof
theRiskCommitteeattheconclusionofthe
AnnualGeneralMeetinginMay2020.
AttheendofJanuary2020,weannounced
thatShritiVaderawilljointheBoardon
1MayasaNon-executiveDirectorand
memberoftheNomination&Governance
Committee,andthatsheisexpectedto
succeedmeasChairoftheBoardandthe
Nomination&GovernanceCommitteeon
1January2021.Shritiisanexcellentchoice
forthefutureChair,andIlookforwardto
workingwithherontheBoardandduring
thetransition.
Our customers and
wider stakeholders
Wearedeterminedtobuildnew
capabilitiesinourstructuralgrowth
markets,offeringourproductstomore
customersinAsiaacrossanincreasing
rangeofchannels;andreachingnew
customersinAfrica,oneofthefastest-
growingregionsintheworld.IntheUS,the
world’slargestretirementmarket,wearea
leaderinprovidingassetaccumulationand
incomeproducts.Theloyaltyofour
existingcustomerbaseisanimportant
sourceoffinancialresiliencefortheGroup,
andweworkcontinuouslytoimprove
serviceandoutcomes.Thenatureofour
businessmodelmeansthatweinvestour
customers’savingsincompaniesand
infrastructurethathelptodriveprosperity
andstrengthenthecommunitiesweserve.
Ourbusinessprovidessocialbenefitsto
ourcustomersandtotheircommunities.In
particular,wearecommittedtobroadening
accesstohealthcareandfinanceandto
providingsolutionstoissuesemerging
fromdemographicchange.Wearewell
awareoftheriskclimatechangepresents
andarebroadeningtheroleourbusinesses
canplayinthetransitiontoasustainable
economy.Weareasignatorytothe
recommendationsoftheFinancialStability
Board’sTaskForceonClimate-Related
FinancialDisclosures,andweare
deepeningourunderstandingoftherisks
facedbythebusiness.Wewillcontinue
toworkwithgovernments,regulators,
civilsocietyandotherbusinessesas
wedeveloparangeofapproachesto
theseissues.
TheBoardremainscommittedtoensuring
thatwemakeapositiveimpactacross
allouractivities.Youwillfindreferences
throughoutthisreporttothatimpact,
whileanoverviewofwhatwehavedone
acrossallareasofenvironmental,social
andgovernance(ESG)activityin2019
canbefoundinourESGSummaryon
page72ofthisreport.Furtherdetailsarein
our2019ESGReportonthePrudentialplc
website.
Our shareholders
TheBoard’sroleistorepresenttheinterests
ofalloftheCompany’sshareholders.We
havedeliveredsignificantchangetothe
businessduringaperiodofmacroeconomic
andindustryheadwinds,andwehave
steppedupourregularandfrankdialogue
withourshareholderstoensureweare
responsivetotheirprioritiesandconcerns,
whileensuringtheyfullyunderstandthe
widerbackdroptoourperformance.
Ongoingshareholderengagementenables
ustogatherimportantfeedbackthat
informsourdecisionsasaBoard.Forme
personally,thesediscussionsarehighly
valuableandtheideasandsuggestions
generatedareinvariablyusefulandalways
takenseriously.
Changesinthepolicyandregulatory
environmentinwhichweworkcan
haveasignificantimpactonourbusiness
andwhatwecandoforourcustomers.
Webuildanddeveloppositiveand
openrelationshipswithoursupervisors,
governmentsandcivilsociety,andweare
gratefulfortheconstructiveworkofour
regulators,inparticulartheHongKong
InsuranceAuthority.Welookforwardto
continuingtoworkcloselywiththeminto
thefuture.
04
Prudential plc AnnualReport2019
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Duringearly2020,ourbusinesshasbeen
respondingwithagilitytotheglobal
challengesposedbythecoronavirus
outbreak.Wehavebeenproviding
customerswithadditionalbenefitsand
service,offeringadviceandflexible
workingoptionstocolleagues,and
collaboratingwithgovernmentstodirectly
supportaffectedcommunities.Thevirus
outbreakisalsoimpactingfinancial
markets.Wearemonitoringdevelopments
closelyandwillcontinuetobeproactivein
helpingourcolleaguesandcustomers.
Iwouldliketothankallmycolleagueson
theBoard,inmanagementandthroughout
thebusiness,andallourstakeholdersfor
theirsupportandforeverythingtheyhave
donetoensurethesuccessofPrudential
duringmytimeasChairman.
Looking forward
OurBoardishighlyresponsivetothe
interestsofourstakeholdersandwewill
continuetomakeimprovementstothe
structureoftheGroupwherewebelieve
theywillgeneratematerialbenefitsover
thelongterm.Wearewellpositionedto
benefitfromstrongstructuralgrowth
opportunitiesandcontinuetoprovide
benefitsforourcustomersandvalue
forourinvestorswellintothefuture.
Paul Manduca
Chairman
Our people
Ourbusinessisbuiltaroundourpurpose
andourstrategy,butitisourpeoplewho
implementthatstrategy.Inourbusinesses
aroundtheworldwehaveexcellentteams
workinghardtoensurewemeetour
commitmentstoourcustomers.The
needs,prioritiesandconcernsofour
colleaguesareafocalpointfortheBoard.
During2019,twoofourNon-executive
Directors,KaiNargolwalaforAsiaand
AfricaandTomWatjenfortheUSandthe
UK,wereappointedtoactasaconduit
betweenemployeesandtheBoard,and
theywillcontinuetodeepentheiractivity
inthisarea.Youcanreadmoreabouttheir
activitiesinthisareaonpage74of
thisreport.
Wearecommittedtoprovidinganinclusive
workingenvironmentinwhichwedevelop
ourtalent,rewardperformance,protect
ourpeopleandvalueourdifferences.
Diversityandinclusionisanimportant
priorityfortheGroup.Wearemakinggood
progressinthisareaandIamconfidentwe
willcontinuetodoso.
Wearecontinuingouractiveprogramme
ofcommunityinvestmentinourbusinesses
aroundtheworld.Aswecollectpremiums
inthemanymarketsinwhichweoperate,
wealsounderstandtheneedtohelpthose
communitiestostrengthenanddevelop.
Ourcontributionincludesprojects
coveringanumberofareassuchasSafe
Steps,whichprovidesadvicearound
naturaldisasters,roadsafetyandfirstaid;
FirstRead,whichhelpsparentstodevelop
theirchildren’snumeracyandliteracy;and
Cha-Ching,thefirstglobalfinancial
educationprogramme.Ourpeoplearound
theworldcontinuetomakearemarkable
effortvolunteeringtheirtimeandskillsfor
thebenefitoftheircommunities.Iam
particularlyproudofthesecontributions,
andIsupportthisvolunteeringactivity
personallythroughtheChairman’s
Challenge,ourflagshipinternational
volunteeringprogramme,whichbrings
teamstogetheracrosstheGrouptohelp
intheircommunities.Thisprogramme
continuestoappealtocolleagues,with
morethan5,400signingupin2019to
participateacross21projects.
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20%
Increaseinadjustedoperatingprofit
fromcontinuingoperations2
$1,953m
IFRSprofitaftertaxfromcontinuing
operations(2018:$2,881m)
Delivering
profitable growth
and positioning
ourselves for
the future
We have delivered a positive operating performance during
2019, led by continued growth in our Asian business.
Ourclearstrategyandfocusedexecution,
combinedwithimprovementsinour
operations,haveenabledusbothtodeliver
profitablegrowthandtopositionourselves
forcontinuedgrowthintothefuture.
Weexisttotakethefinancialriskout
ofthebiggesteventsinthelivesofour
customers,enablingthemtofacethe
futurewithconfidence.Inadditionto
fulfillingourtraditionalroleofproviding
lifeandhealthprotection,savings
opportunitiestomeetfamilygoalsand
retirementincome,weaspiretoleadin
newareasalignedwiththispurpose.
During2019,collectivelyourcontinuing
businessesagreedtopayover$29billion
toourcustomersinclaimsandsavings
pay-outs.Ourproductshelpconsumers
postponeandpreventill-healththrough
digitalinnovation,increaseaccessto
finance,andprovidesolutionsforanageing
world.Atthesametime,weareinvesting
ourcustomers’savingsintherealeconomy,
helpingtodrivesustainablegrowth.
06
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Aswestatedatourhalf-yearresults,in
ordertodiversifyatpace,Jacksonwillneed
accesstoadditionalinvestmentwhichwe
believewouldbestbeprovidedbythird
parties.Sincethen,wehaveundertaken
significantworkwithouradviserstoassess
optionsforintroducingthirdpartyfinance
intoJackson.TheBoardhasdetermined
thatthepreferredroutetoachievethisisto
seekalistingofJacksonintheUSindue
course,subjecttomarketconditions.
Accordingly,wearetodayannouncingthat
preparationshavecommencedfora
minorityinitialpublicoffering(IPO)of
Jacksonandhavealreadytakenanumber
ofmanagementactionstosupportthis
path.Wewillnowcommencedetailed
engagementwithkeystakeholders,witha
viewtoensuringthatJacksonwillhavethe
capitalstrengthasaseparatelylisted
businesstosupportitscontinuedsuccess
asabroadproviderofretirementsolutions
forAmerica’sagingpopulation.Wewill
provideanupdateatourHY20results
scheduledfor11August2020.
Macroeconomic environment
Thecoredemandforourlong-termsavings
andprotectionproductshasremained
strongdespiteuncertainconditionsin
themacroeconomicenvironment.
Acombinationoflowinterestrates,trade
disputesandvolatileinternationalpolitics
hascreateddifficultconditionsacross
manysectors.TheUSgovernment10-year
bondyieldfellto1.9percentattheendof
2019(2018:2.7percent).Equitymarkets
finished2019higherthanthestartofthe
year,especiallyintheUS,wherethe
S&P500indexwasup28.9percent,and
valuationsinthecreditmarketswerealso
elevatedwellabovehistoricnorms.
Wecontinuetomanageourbusiness
conservativelyforthelongterm,witha
cautiousallocationofshareholderfunds
andextensivehedgeprogrammesin
Jackson.Thesehedgeprogrammes
managetheeconomicrisk,with
considerationofthelocalregulatory
position,oftheguaranteescontained
withintheproductssoldtocustomers.
Ourbusinessisbuiltaroundlong-term
structuralopportunities.Inourfast-
growingmarketsinAsiathereisa
strongandgrowingneedforhealthand
protection,forsavingsopportunitiesand
forwaystoinvest,andthereisasignificant
gapforproductsthatmeetthoseneeds.
Bymeetingimportantfinancialneeds,we
expecttobuildlong-termrelationships
withourcustomers.Thistranslatesinto
recurringincomestreamsandlowlapse
rates,whichinturnproducehigh-quality
earnings.
Wearewellpositionedtomeetstructural
opportunities.Wearediversifiedby
geography,withoperationsin15markets
intheregion,throughourproducts
offeringhealthandprotection,savingsand
assetmanagement,andinourmixof
channels,providingourproductsthrough
ourlargeagencyforceandournetworkof
partnershipswithbanksacrosstheregion.
Wearealsoinnovatingatpaceandscaleto
digitalisethecustomerjourneyend-to-
end,anddeliveringnewvalue-added
solutions,suchasPulsebyPrudential,
ournewdigitalhealthapp.
IntheUS,wherethecontinuingtransition
ofmillionsofAmericansintoretirement
createsasubstantialopportunityfor
Jackson’sproducts,wehavedelivered
organicdiversificationandJacksonhas
paidadividendof$525million1.
During2019,wesuccessfullycompleted
thedemergerofM&GplcfromtheGroup,
enablingustofocusonstructuralgrowth
markets.Weareworkingcollaboratively
withournewGroup-wideregulator,the
HongKongInsuranceAuthority,andour
othersupervisorsacrossourmarkets.
TheUSistheworld’slargestretirement
marketwithtrillionsofdollarsexpectedto
movefromsavingsintoretirementincome
productsoverthenextdecade.Asa
top-twoannuityprovider,Jacksonisa
leaderinmeetingtheneedsofAmericans
whoaspiretoasecureretirementwitha
guaranteedincome.
Jackson’sambitionistoplaythefullestrole
possiblethroughastrategyofdiversifying
bothitsproductrangeanddistribution
network.Overtime,thisisexpectedtolead
toamorebalancedmixofpolicyholder
liabilitiesandenhancestatutorycapitaland
cashgeneration.
Financial performance
TheadjustedIFRSoperatingprofitbased
onlonger-terminvestmentreturns
(adjustedoperatingprofit2)for2019from
ourcontinuingoperationsincreasedby
20percentonbothaconstantandactual
exchangeratebasis,reflectingthe
continuedgrowthandresilienceofour
Asianbusinessesandthebeneficialimpact
ofstrong2019capitalreturnsondeferred
acquisitioncostamortisationintheUS.
TheIFRSprofitaftertaxfromcontinuing
operationswas$1,953millionin2019
(2018:$2,881milliononanactual
exchangeratebasis).Thisisaftera
$(380)millionpost-taxlossinJackson,
whereaccountingvolatilitycontinuesto
beexpectedgiventheeconomicnature
ofourhedgingprogrammeandtherelated
accountingmismatchesthatexist.
Alongsideourfinancialperformancewe
havemadesignificantinvestments,funded
regionallyandcentrally.During2019,this
includedtherenewalofourregional
strategicbancassurancealliancewith
UnitedOverseasBankLimitedforaninitial
feeof$853million,($301millionofwhich
waspaidin2019),enteringintoan
exclusivebancassurancepartnershipwith
SeABank,ouracquisitionof50.1percent
ofThanachartFundManagementCo.,Ltd
for$142million3andatotalinvestmentof
$619millionoffreesurplusinwriting
profitablenewbusinessinAsia,along
withaninvestmentof$539millioninfree
surplusinUSnewbusiness.
Asia
OurAsianoperationscontinuedtodrive
ourperformance.Thefast-growing
marketsofAsiaofferlong-termstructural
opportunitiesforus,withtheregion’s
growingpopulationhavingaclearand
increasingneedfortheproductswe
deliver.InsurancepenetrationinAsiais
only2.7percentofGDP,comparedwith
7.5percentintheUK4,whilemutualfund
penetrationisjust12percentinAsia,
comparedwith96percentintheUS5.
Wehavedemonstratedthestrengthofour
portfolioofbusinessesintheregionby
deliveringdouble-digitgrowthinAPE6
salesinsixmarketsandinnewbusiness
profit7ineight,reinforcingthevalueofour
diverseportfolioanddemonstratingthe
breadthofearningsstreamsandnew
businessspreadinAsia.
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CONTINUED
OutsideHongKong,wedelivereda
17percent8increaseinAPE6salesanda
29percent8riseinnewbusinessprofit7.
WithinHongKong,ourdomesticbusiness
wasresilientdespitetheeffectofsocial
unrest,withAPE6salesgrowingby
8percent8.OurdomesticHongKong
businesshascontinuedtoexpandand
invest,drivenbynewhealth,protection
andretirementsolutionsandsupportedby
focusedsalesinitiatives.Fewervisitors
frommainlandChinacausedafallintotal
HongKongAPE6salesby11percent8and
afallinnewbusinessprofit7of12percent8.
Wehavecontinuedtoaccelerateourjoint
venturebusinessinChina,whereAPE6
salesovertheyearwere53percent8
higher,drivingnewbusinessprofit7growth
of38percent8.Werecentlyestablisheda
newbranchinShaanxi,our20thinthe
country,andaddedsevencitiesand
14salesandservicingoffices.Weare
developingrapidlyinanumberofourother
marketsintheregion,includingVietnam
andthePhilippines,whereAPE6sales
grewby12percent8and34percent8
respectivelyandwearemakinggood
progressinIndonesia,whereoursales
grewby23percent8intheyearincluding
41percent8inthesecondhalf.Overallour
Asialifebusinessesdelivered4percent8
growthinoverallAPE6salesanda
2percent8growthinoverallnew
businessprofit7.
Thebenefitsofourlongheldfocuson
writinghighquality,recurringpremium
business,contributingtoresilientand
broad-basedin-forcegrowthareevident
inthe12percent8increaseinrenewal
insurancepremium9and14percent8
increaseinadjustedoperatingprofit2,
withdouble-digitgrowth8ineight
insurancemarketsincluding24percent
adjustedoperatingprofitgrowthin
HongKongand20percent8growth
inmainlandChina.
Atthesametime,ourAsianassetmanager,
Eastspring,hascontinuedtogrowwell.
Averageassetsundermanagementwere
upby15percent(onanactualexchange
ratebasis),whileearningswereupby
18percent8andnetexternalinflows
totalled$8.9billion10.Eastspringis
continuingtoexpanditsfootprintinthe
region,andinDecemberacquireda
controllingstakeinoneofThailand’s
leadingassetmanagers,ThanachartFund
ManagementCo.,Ltd,withtheoptionto
acquiretheremainingequityinthis
businessinduecourse.
Wehavebroadandefficientchannels
inAsia,throughbothouragencyforce
andourbankpartners.During2019,we
continuedtostrengthenournetwork
ofbankpartnerships,renewingand
expandingoursuccessfulstrategicalliance
withUnitedOverseasBankinfivemarkets
acrosstheregionandsigningtwonew
partnershipagreementsinVietnam.
Wearecontinuingtodeliverdigital
innovationtosupportoursuccessful
agencyandbankchannels.Weare
diversifyingintonewareas,including
employeebenefitsinsuranceforboth
largeandsmallemployersintheregion,
andatthesametimewearebuildingnew
value-addedservicessuchasPulseby
Prudential,ournewend-to-enddigital
healthapp.
Africa
Wearecontinuingtomakegoodprogress
inournewermarketsinAfrica.In2019we
enhancedourgrowingscaleintheregion
byacquiringamajoritystakeinaleading
lifeinsureroperatinginCameroon,Côte
d’IvoireandTogo,whichhaveacombined
populationofmorethan65million.We
nowoperateineightmarketsinAfricawith
atotalpopulationofalmost400million.
In2019,theAfricabusinessdelivereda
76percent8increaseinAPE6salesto
$82million(2018:$47million).
US
IntheUS,ourproductinnovationand
distributionleaveuswellpositionedto
provideanageingpopulationwithfinancial
strategiesforstableretirements.TheUSis
theworld’slargestretirementsavings
market11,withapproximatelyfourmillion
Americansreachingretirementageevery
year12.Thistransitioncontinuestotrigger
theunprecedentedshiftoftrillionsof
dollarsfromsavingsaccumulationto
retirementincomegeneration13.
WeprovideproductsthatofferAmericans
theretirementstrategiestheyneed,
includingvariable,fixedandfixedindex
annuities.Ourdiversifiedproduct
approachhasenabledustodeliverAPE6
salesup8percent,withincreasesinboth
fixedindexandfixedannuityproducts.
Newbusinessprofit7declinedby
28percent,reflectinglowerinterest
ratesandchangesinproductmix.
IntheUS,wehaveoneoftheleading
distributionteams14.Weareagileand
successfulinlaunchingwelldesigned,
customer-centricproducts,have
successfulriskmanagementandhedge
programmesareinvestingintechnology
platformsandhaveaward-winning
customerservice.Wearecontinuingto
worktowardsfurtherdiversificationand
growth,withinahighlycompetitive
industry.
OurUSbusinesshastakenimportant
stepsinthedeliveryofitsdiversification
announcedwithourhalfyearresultsin
August2019andhasmaintainedacautious
approachtomanagingriskthroughits
dynamichedgingprogramme.The
financialresultsoftheUSbusinessreflect
theexecutionofthisstrategy.While
adjustedoperatingprofit2increasedby
20percentto$3,070million,theeffects
ofstrongUSequitymarketperformance
andlowerinterestratesintheperiod
ledtoapost-taxIFRSlossintheUSof
$(380)million.Wecontinuetoaccept
adegreeofvolatilityinourIFRSresults
08
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baseandfocusonhealthandprotection
products.Thesedrivers,combinedwith
thediversityoftheAsiaplatformand
qualityofitsexecution,areexpectedto
outweightheeffectsofanyoneperiod’s
newsales.
IntheUS,wehavecommenced
preparationsforaminorityIPOofJackson
asourpreferredroutetointroducethird
partyfinanceintoJackson.Aspreviously
announced,from2020Jackson’s
remittancesareexpectedtobemore
evenlyspreadoverthecalendaryearthan
inpriorperiods.
TheGroup’sstrategyremainsfocusedon
structuralgrowthopportunities.The
Groupwillprioritisetheconsiderable
attractiveinvestmentopportunities
availablewhenconsideringthe
deploymentofcapitalandapplying
itsprogressivedividendpolicy.
Interestrateshavedeclinedmaterially
in2019andaretrendinglowerin2020.
Equitymarketshavebeenvolatileandhave
declinedinthecurrentyeartodatefrom
theirpeaksinQ42019.Thesemarket
conditions,aswellasthecoronavirus
outbreak,createheadwindsinrespectof
near-termnewbusinessprofitandIFRS
fee-basedandspreadearnings.However,
ourperformancein2019demonstrates
thattheopportunitieswehaveidentified
areclearandlongtermandthatweare
addressingtheseopportunitieswell.We
arecontinuingtodelivergrowthbasedon
thestrengthofthoseopportunities,the
diversificationofourbusinessandthe
resilienceofourearnings.Iamconfident
that,withourclearfocusonourstructural
growthmarketsandourcontinuing
operationalimprovements,wewill
continuetodeliverprofitablegrowth
forourinvestorsandbenefitsforour
stakeholdersoverthemediumand
longterm.
Mike Wells
GroupChiefExecutive
sinceourhedgingprogrammeisbased
onmanagingtheeconomicrisksinthe
businessandprotectingstatutorysolvency
inthecircumstancesoflargemarket
movements.Furtherdetailisprovided
intheGroupChiefFinancialOfficerand
ChiefOperatingOfficer’sreport.
Outlook
Wecontinuetomonitorcloselythe
developmentofthecoronavirusoutbreak.
Ourpriorityisthehealthandwellbeingfor
ourcustomersandstaffduringthis
challengingtime.
Whilethecoronavirusoutbreakhasslowed
downeconomicactivityintheyeartodate
anddampenedoursalesmomentumin
HongKongandChina,weremain
confidentinthemediumtolong-term
prospectsoftheseeconomiesandtheir
respectiveinsurancesectors.Ourbroad
geographicspreadacrosstheregionand
thestrengthofourrecurringpremium
businessmodellendsconsiderable
resiliencetoourearnings.
Giventheimpactofthecoronavirus
outbreakontravelandactivityinthe
marketsinwhichweoperate,lowerlevels
ofnewsalesactivityinthoseaffected
marketsaretobeexpected.Ourbookof
existingbusinessisprovingresilientandwe
aretakingmeasurestomanagetheeffect
ofloweractivitywhilemaintainingour
investmentinproducts,distributionand
technology.Existingcustomersinboth
HongKongandmainlandChinacontinue
tocontributetotheirpolicieswith
premiumsbeingpaidthroughabroad
rangeofremotepaymentfacilities.
Thelongertermstructuraldriversofgrowth
inourAsiamarketsremainunchangedand
compelling.Theresilientandhighquality
natureoftheIFRSoperatingearnings
growthofourAsiabusinessremains
supportedbythecompoundingnatureofa
highlyenduringregularpremiumincome
Notes
1 During2019,theGroup’sholdingcompanycashflowwasmanagedinsterlingandsignificant
remittanceswerehedgedandrecordedonthatbasis.Amountsreceivedweretherefore
distortedbytheonwardstranslationintoUSdollars.ThedividendpaidbyJacksonintheUS
inUSdollarsin2019was$525million(2018:$450million).Theamountrecordedasreceived
intheholdingcompanycashflowwas$509million(2018:$452million).
2 AdjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsismanagement’s
primarymeasureofprofitabilityandprovidesanunderlyingoperatingresultbasedon
longer-terminvestmentreturnsandexcludesnon-operatingitems.Furtherinformationonits
definitionandreconciliationtoprofitfortheyearissetoutinnoteB1.1oftheIFRSfinancial
statements.
3 Cashpaymentsmadeover2019and2020.
4 Source:SwissReSigma2017.Insurancepenetrationcalculatedaspremiumsonpercent
ofGDP.Asiapenetrationcalculatedonaweightedpopulationbasis.
5 Source:InvestmentCompanyInstitute,industryassociationandLipper.
6 APEsalesisameasureofnewbusinessactivitythatcomprisestheaggregateofannualised
regularpremiumsandone-tenthofsinglepremiumsonnewbusinesswrittendownduringthe
yearforallinsuranceproducts,includingpremiumsforcontractsdesignatedasinvestment
contractsunderIFRS4.ItisnotrepresentativeofpremiumincomerecordedintheIFRS
financialstatements.SeenoteIIoftheAdditionalunauditedfinancialinformationfor
furtherexplanation.
7 Newbusinessprofitonapost-taxbasis,onbusinesssoldintheperiod,calculatedin
accordancewithEEVprinciples.
8 Year-on-yearpercentageincreasesarestatedonaconstantexchangeratebasisunless
otherwisestated.Asinpreviousyears,wecommentonourperformanceinlocalcurrency
terms(expressedonaconstantexchangeratebasis)toshowtheunderlyingbusinesstrends
inperiodsofcurrencymovement.
9 SeenoteIIoftheAdditionalunauditedfinancialinformationfordefinitionandreconciliation
toIFRSbalances.
10ExcludesMoneyMarketFunds.
11 Source:WillisTowersWatsonGlobalPensionAssetStudy2019.
12 AnnualEstimatesoftheResidentPopulationbySingleYearofAgeandSexfortheUnited
States:1April2010to1July2018.Source:USCensusBureau,PopulationDivision.
13 2016FederalReserveBoard’sTriennialSurveyofConsumerFinances.
14Source:IndependentresearchandMarketMetrics,aStrategicInsightBusiness:U.S.Advisor
Metrics2019,asof30September2019.
prudentialplc.com
Prudential plc AnnualReport2019
09
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information02
Strategic report
10
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02
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Our business model
Our performance
Our businesses
Asia
United States
Group Chief Financial Officer and Chief Operating Officer’s report
on the 2019 financial performance
Group Chief Risk and Compliance Officer’s report on the risks
facing our business and how these are managed
ESG summary
Page
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prudentialplc.com
Prudential plc Annual Report 2019
11
AT A GLANCE
Group at a glance
Focused on structural growth markets.
Serving 20 million customers worldwide.
Asia growth
Pan-regional
multi-channel network
Asia GDP growth projections ($)
2015—20241
Health, protection, savings and
asset management in 15 markets.
16.6tn
31.1tn
Top three position in nine
life markets2.
Low insurance and mutual
fund penetration.
Africa opportunity
Establishing a network with
market-leading initiatives
Africa GDP growth projections ($)
2015—20241
Building a presence in
one of the world’s most
under‑penetrated markets.
Operating in eight markets with a
total population of almost 400 million.
0.7tn
1.2tn
12
Prudential plc Annual Report 2019
prudentialplc.com
Our purpose
Our purpose is to help people de-risk their lives and
deal with their biggest financial concerns. We provide
our customers with the freedom to face the future
with confidence.
Our strategy
Our strategy is to capture the long-term structural
opportunities for our markets and geographies, while
operating with discipline and seeking to enhance our
capabilities through innovation to deliver high-quality
resilient outcomes for our customers.
We aim to do this by:
— Serving the protection and investment needs
of the growing middle class in Asia;
— Offering products to new customers in Africa,
one of the fastest-growing regions in the world; and
— Providing asset accumulation and retirement income
products to US retirees.
Structural growth over the last 20 years has allowed our
business to reach the scale where it can support its long-
term goals through execution of its strategy
and disciplined capital allocation. Prudential plc has
a portfolio of businesses with access to the world’s
largest and fastest-growing markets.
US retirement
Strength and flexibility of our distribution
network gives us a distinctive advantage
Leading position in the
retirement income industry.
US GDP growth projections ($)
2015—20241
10,000 Americans reach
retirement age each day for the
next 20 years.
Largest wholesaling force
in the annuity industry.
18.2tn
25.8tn
Note
1 GDP of markets in which Prudential plc operates as at 31 December 2019.
2
Source: IMF World Economic Outlook.
Source: Based on formal (Competitors’ results release, local regulators and
insurance associations) and informal (industry exchange) market share data.
Ranking based on new business (APE or weighted FYP depending on the
availability of data).
prudentialplc.com
Prudential plc Annual Report 2019
13
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR BUSINESS MODEL
Evolving to serve
the future customer
Our trusted brands and strong distribution channels enable us to understand the growing
needs of our customers for long-term savings and financial security, and to design products
that meet those needs. By helping to build better lives and stronger communities and to fuel
the growth cycle, we create long-term value for both our customers and our shareholders.
Capturing structural opportunity
… and enhancing capabilities
We capture the structural opportunities
by offering the products and solutions
demanded by customers and wider society
We enhance our capabilities by developing
our digital offerings and expanding our
partnerships, further strengthening our
distribution networks
Asia
Asia’s long‑term structural trends are powerful drivers of
sustainable growth. These trends underpin a strong and growing
demand for savings and protection across the region, as markets
are challenged by low life insurance penetration and a large
pension funding gap.
We are well placed to capture this opportunity, providing products
that meet our customers’ needs and gaining political and regulatory
support in our markets.
Asia
We continue to invest significantly in tech‑driven capabilities and
partnerships to address developing customer demand. Significant
developments include the launch of Pulse by Prudential, our health
and fitness app, and 18 new digital partnerships across the region.
Our productive distribution footprint across Asia is diversified
across a substantial agency force and bank partner network.
Recent developments include the renewal of our UOB partnerships
for 15 years, and a new partnership with OVO in Indonesia.
Africa
We have also continued to expand our presence in Africa, one of
the world’s most under penetrated markets where the population
is forecast to grow by a billion by 2045. In July, we completed our
acquisition of a 51 per cent stake in a leading life insurer, Group
Beneficial, operating in West and Central Africa. We now operate
in eight markets with a population of almost 400 million.
US
In the US, an extra 22 million individuals will need retirement
solutions by 20351, and pension provision has been declining2.
We see a growing demand for retirement products and an ongoing
shift to fee‑based solutions. Jackson is evolving its product range
to address these needs.
Africa
We continue to grow and develop our footprint through our
agency network and bancassurance partners. We are harnessing
technology to improve customer service, innovate in distribution
and build a business which is scalable.
US
We have invested in a single technology platform to deliver one
of the most efficient and scalable operating platforms across
the industry. Jackson is the clear leader in each variable annuity
distribution channel3, and is well positioned to further enhance
its market‑leading annuity position in the brokerage market.
Our product innovation and distribution strategies will enable
us to capture the industry trends towards advisory‑based
distribution models.
Operating with discipline
Risk management and disciplined allocation of capital underpin our activities
The Group has a proven track record of disciplined capital allocation.
Our governance, processes and controls enable us to deal with
uncertainty effectively, which is critical to the achievement of our
strategy. Our Group Risk Framework and risk appetite allow us to
control our risk exposure successfully throughout the year.
Read more in the Group Chief Risk and Compliance Officer’s
report on page 51.
Notes
1 United Nations, Department of Economic and Social Affairs, Population Division (2019).
World Population Prospects 2019, Online Edition. Rev. 1. Population aged 65 and over as
at 2019 versus 2035.
2 US Department of Labor, ‘Private Pension Plan Bulletin Historical Tables and Graphs
1975 – 2017’, September 2019.
3 ©2020 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is
proprietary to Morningstar and/or its content providers; (2) is not warranted to be accurate,
complete, or timely. Neither Morningstar nor its content providers are responsible for any
damages or losses arising from any use of this information. Past performance is no
guarantee of future results. Morningstar www.AnnuityIntel.com Total sales by company
and channel 3Q YTD 2019. Jackson ranks #1 out of 25 companies in the Independent
NASD channel, #1 out of 19 companies in the Bank channel, #1 out of 15 companies in the
Wirehouse channel, and #3 out of 19 companies in the Regional Firms channel.
14
Prudential plc Annual Report 2019
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… creating high-quality resilient outcomes
… for our stakeholders.
>$29 billion
Customer claims incurred +10%8 on 2018
$5,310m
Adjusted operating profit1,4 +20%3 on 2018
$4,405m
New business profit1,2 ‑6%3 on 2018
$9.5bn
LCSM shareholder surplus5
2,103¢
EEV per share6
46.26¢
Full-year ordinary dividend per share
The Group’s 2020 dividend will be determined
under the Group’s dividend policy from a 2019
base of 36.84¢7
The Group has a number of key performance
indicators internally to measure financial
performance. Read more on page 16.
Notes
1 From continuing operations.
2 New business profit, on a post‑tax basis, on business sold in the period,
calculated in accordance with EEV principles.
3 Growth rates on a constant exchange rate basis.
4 Adjusted IFRS operating profit based on longer‑term investment returns.
This alternative performance measure is reconciled to IFRS profit for the
period in note B1.1 of the IFRS financial statements.
5 Surplus over Group minimum capital requirement and estimated before
allowing for second interim ordinary dividend. Shareholder business
excludes the available capital and minimum capital requirement of
participating business in Hong Kong, Singapore and Malaysia. Further
information on the basis of calculation of the LCSM measure is contained
in note I(i) of the Additional unaudited financial information.
6 EEV shareholders’ funds at 31 December 2019 are not directly
comparable to Group shareholders’ funds reported at 31 December
2018, as the prior year balance included shareholders’ funds of
M&G plc which, following demerger, are not part of the Group
as at 31 December 2019. The reported 31 December 2018 EEV
shareholders’ funds were 2,445 cents.
7 The Group’s dividend policy will be determined from a 2019 US dollar
base of 36.84 cents per share, representing the full‑year ordinary
interim dividend for 2019 of 46.26 cents less the contribution
of the discontinued M&G plc business (9.42 cents).
8 Growth rates on an actual exchange rate basis.
Customers
We provide financial security and wealth creation by providing
the right products through appropriate distribution. In the light
of technological advances and evolving customer needs,
we actively embrace the latest technology and embed digital
capabilities in our business.
Read more on pages 18 to 33, 73, 76 and 77
Investors
We aim to build long‑term shareholder value, exhibited in growing
dividends and share price performance.
Read more on pages 16 to 87
Government and regulators
We monitor governmental, legislative and regulatory activity in the
markets in which we operate, and meet periodically with government
and regulator representatives, to help us understand their objectives,
priorities and concerns, and how they affect or shape our business.
Read more on page 74
Employees
We provide an inclusive working environment in which we
develop our talent, reward great performance, protect our people
and value our differences, and we believe that such an environment
is essential to enabling us to deliver our strategy.
Read more on pages 74, 81 and 82
Communities
We support communities where we operate, through investment in
business and infrastructure, tax revenues and community support
activities. Responsible and ethical behaviour are embedded in our
business and flow into every part of what we do, from our financial
performance and tax practices to the way we fight financial crime
and deal with our suppliers. We take an active approach in helping
tackle environmental and social challenges and recognise that we
are responsible for understanding our impact on the environment
and doing what we can to minimise any damage.
Read more on pages 86 and 87
Sustainability
All of our stakeholders require us to undertake the actions to build
a sustainable business, which we do through our products and the
development of our capabilities. Responsible investment is a key
component of sustainability. We take an inclusive approach to
responsible investments, seeking to integrate environmental, social
and governance considerations into our investment processes and
stewardship activities through ownership practices and
engagement with investee companies.
Read more on pages 75, 77 to 80 and 84 to 86
prudentialplc.com
Prudential plc Annual Report 2019
15
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR PERFORMANCE
Measuring our performance
To create sustainable economic value for our
shareholders we focus on delivering growth
and cash while maintaining appropriate capital.
Profit, cash and capital1
Prudential takes a balanced approach to performance management across IFRS, EEV and cash. We aim to demonstrate how we generate
profit under different accounting bases, reflecting the returns we generate on capital invested, and the cash generation of our business.
Adjusted IFRS operating profit based
on longer-term investment returns
(adjusted operating profit)2 $m
The Group’s business involves entering
into long‑term contracts with customers,
and hence the Group manages its associated
assets and liabilities over a longer‑term time
horizon. This enables the Group to manage
a degree of short‑term market volatility.
Therefore, adjusted operating profit based
on longer‑term investment returns gives a more
relevant measure of the performance of the
business. Other distorting items are excluded
from adjusted operating profit to allow more
relevant period‑on‑period comparisons of the
trading operations of the Group, eg the effects
of corporate transactions are excluded.
EEV new business profit3 $m
Life insurance products are, by their nature,
long term and generate profit over a number
of years. Embedded value reporting provides
investors with a measure of the future profit
streams of the Group. EEV new business
profit reflects the value of future profit
streams which are not fully captured in
the year of sale under IFRS reporting.
Group adjusted operating profit in 2019 is
20 per cent higher on a constant and actual
exchange rate basis compared with 2018.
Adjusted operating profit from Asia life and
asset management operations was up
14 per cent on a constant exchange rate basis
(13 per cent on an actual exchange rate basis).
In the US, adjusted operating profit was up
20 per cent reflecting a lower market related
deferred acquisition cost amortisation charge.
EEV new business profit in 2019 decreased by
6 per cent on a constant and actual exchange
rate basis compared with 2018. New business
profit generated by our Asian business was
up 2 per cent on a constant exchange rate
basis, with a 29 per cent increase from Asian
businesses excluding Hong Kong. Hong
Kong fell by 12 per cent broadly in line with
the fall in APE sales given the decline in
mainland China visitors in the second half of
the year. US new business profit decreased
by 28 per cent, with an increase in sales being
more than offset by a fall in interest rates and
the planned diversification of product mix.
EEV operating profit3 $m
EEV operating profit is provided as an
additional measure of profitability. This
measure includes EEV new business profit,
the change in the value of the Group’s
long‑term in‑force business, and profit from
our asset management and other businesses.
As with IFRS, EEV operating profit reflects
the underlying results based on longer‑term
investment returns.
Group EEV operating profit in 2019
decreased by 12 per cent on a constant
exchange rate basis (12 per cent on an actual
exchange rate basis) compared with 2018.
In addition to the decrease in new business
profit described above, in force profit was
lower due, in part, to falling interest rates.
6,445
2,036
4,409
2018
5,177
470
+20%*
5,310
2019
–6%*
4,707
4,405
2018
10,098
2,232
2019
–12%*
7,866
6,905
2018
2019
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Prudential plc Annual Report 2019
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Operating free surplus
generation4 $m
Free surplus generation is used to measure
the internal cash generation of our business
units. For insurance operations, it represents
amounts maturing from the in‑force business
during the period, less investment in new
business and excludes other non‑operating
items. For asset management, it equates to
post‑tax operating profit for the year.
Operating free surplus from continuing
operations was $2,861 million in the year.
This comprises $4,958 million generated from
the in‑force business and asset management,
up 12 per cent, before allowing for
$(903) million of US EEV hedge modelling
enhancements, new business strain of
$(1,158) million, up 22 per cent following the
planned diversification of sales in the US
towards higher strain fixed index and fixed
annuities, and restructuring costs of
$(36) million.
Business unit remittances5 $m
Remittances measure the cash transferred
from business units to the Group. Cash flows
across the Group reflect our aim of achieving
a balance between ensuring sufficient net
remittances from business units to cover
the dividend (after corporate costs) and the
use of cash for reinvestment in profitable
opportunities available to the Group.
Cash remitted to the Group from continuing
operations in 2019 amounted to
$1,465 million, including $950 million from
Asia (up 4 per cent) and $509 from the US
(up 13 per cent). During 2019, the Group’s
holding company cash flows were managed
in sterling and significant remittances were
hedged. If local currency remittances in Asia
had been translated directly into US dollars
then the growth rate in Asia remittances
would have been 8 per cent. The dividend
paid by Jackson was $525 million (2018:
$450 million).
Group local capital summation
method6 $bn
Following the demerger of M&G plc from
Prudential plc, the Hong Kong Insurance
Authority (IA) has assumed the role of the
Group‑wide supervisor for the Prudential
Group. The Group is no longer subject to
Solvency II capital requirements and
currently applies the local capital summation
method (LCSM) that has been agreed with
the Hong Kong IA to determine Group
regulatory capital requirements (both
minimum and prescribed levels).
The Group’s available capital, as recorded on
a LCSM basis, covers the Group’s minimum
capital requirement over three times. In 2019,
capital generation from the in‑force business
has been used to invest in new business,
pay the external dividend and invest in new
bancassurance agreements and a new Thai
asset manager. After these impacts and
market movements, LCSM surplus fell slightly
from $9.7 billion at 31 December 2018 to
$9.5 billion at 31 December 2019.
Key
Continuing
Discontinued
Continuing
*Growth rates relate to continuing operations.
5,404
1,994
3,410
2018
2,259
842
−16%*
2,861
2019
+3%*
1,417
1,465
2018
2019
9.7
9.5
356%
309%
2018
2019
Notes
1 The comparative results shown above have been prepared using an actual exchange rate
(AER) basis except where otherwise stated. Comparative results on a constant exchange
rate (CER) basis are also shown in financial tables in the Chief Financial Officer’s report
on our 2019 financial performance. Growth rates for 2018 to 2019 are on an AER basis.
2 Adjusted operating profit is management’s primary measure of profitability and provides
an underlying operating result based on longer‑term investment returns and excludes
non‑operating items. This alternative performance measure is reconciled to IFRS profit
for the year in note B1.1 of the IFRS financial statements.
3 The EEV basis results have been prepared in accordance with EEV principles discussed
in note 1 of the EEV basis results. See note II of Additional unaudited financial information
for definition and reconciliation to IFRS balances.
4 For insurance operations, operating free surplus generated represents amounts maturing
from the in‑force business during the period less investment in new business and excludes
non‑operating items. For asset management businesses, it equates to post‑tax operating
profit for the period. Restructuring costs are presented separately from the operating
business unit amount. Further information is set out in note 11 of the EEV basis results.
5 Cash remitted to the Group forms part of the net cash flows of the holding company.
A full holding company cash flow is set out in note I(iii) of the Additional unaudited financial
information. This differs from the IFRS consolidated statement of cash flows which
includes all cash flows relating to both policyholders’ and shareholders’ funds. The holding
company cash flow is therefore a more meaningful indicator of the Group’s central liquidity.
6 Surplus over Group minimum capital requirement and estimated before allowing for
second interim ordinary dividend. Shareholder business excludes the available capital
and minimum capital requirement of participating business in Hong Kong, Singapore and
Malaysia. 2018 surplus excludes M&G plc and includes $3.7 billion of subordinated debt
issued by Prudential plc that was transferred to M&G plc on 18 October 2019. Further
information on the basis of calculation of the LCSM measure is contained in note I(i) of the
Additional unaudited financial information.
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Prudential plc Annual Report 2019
17
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR BUSINESSES
Asia
Continued progress
towards our
strategic priorities.
2019 performance highlights
— Continued strong performance in key earnings and
value metrics: adjusted operating profit up 14 per cent1 and
European Embedded Value up 23 per cent2 to $39,235 million
— We expanded our presence in China with a new branch
in Shaanxi, the addition of seven cities and a strong start to
our wholly owned private fund manager
— We renewed our successful regional strategic bancassurance
alliance with United Overseas Bank Limited (UOB) to 2034
and expanded its coverage
— We secured one of a few 100 per cent licences in Myanmar,
our 13th life market in Asia
— Eastspring total funds under management grew
to $241 billion, up 25 per cent2
— We developed over 160 products in 2019, contributing
16 per cent of life new business profit
— Our digital health SuperApp, branded Pulse by Prudential,
is live in eight markets and over one million people have
downloaded the app
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Prudential plc Annual Report 2019
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Asia
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Our business
Our business model is underpinned by
the breadth and quality of our operations
in the life insurance and asset management
sectors. We have an outstanding
reputation with customers and regulators
alike and we operate in markets with
compelling structural drivers that support
sustained future growth. We have a
top-three position in nine insurance
markets in the region and have built an
Asian asset management business with
one of the largest regional market
footprints. This diversity, combined with
our continued focus on customer outcomes
and profitability, has provided protection
from cyclical headwinds.
We have made significant investments
during 2019 to strengthen further and
grow our Asia business. We renewed
our successful regional bancassurance
partnership with UOB until the end of
2034 and expanded its coverage to include
Vietnam as well as UOB’s digital bank,
TMRW. We extended our life insurance
footprint to Myanmar, our 13th life market,
and acquired a controlling stake in
Thanachart Fund which makes us the
fourth largest mutual fund manager in the
attractive Thailand market with a
12 per cent market share. To date, over
one million people have downloaded the
‘Pulse by Prudential’ app since its launch.
Our focus on growing our presence in
China saw our reach expand to a further
seven cities, bringing our footprint to
94 cities, while our wholly owned private
fund manager established in Shanghai
in December 2018 has secured over
one billion Yuan in its first year of operation.
We are able to translate these hallmarks
of our business into financial success,
with diversified growth in 2019 maintaining
our strong track record of high-quality
performance. We achieved a 14 per cent1
increase in adjusted operating profit, with
eight markets growing at a double-digit
rate. This is supported by a 12 per cent1
expansion in renewal premiums3,
which reflects the long-term nature of
our insurance business, and a 25 per cent2
increase in funds under management at
Eastspring helped by strong third party
net-inflows of $8.9 billion4. We also
delivered 29 per cent1 growth in new
business profit outside Hong Kong, with
eight markets expanding at a double-digit
rate, which underpinned a 23 per cent2
increase in European Embedded Value
to $39,235 million.
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Prudential plc Annual Report 2019
19
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OUR BUSINESSES
CONTINUED
Market opportunities
We seek to enhance the health and wealth
of consumers in Asia by providing life
insurance and asset management solutions
to address their protection and savings
needs at all ages. The industry remains
in the early stages of development,
as characterised by the low penetration
rates across the region for both insurance
and asset management, and low levels
of financial inclusion. In particular, most of
our markets are approaching the level of
per capita annual income when demand
increases sharply. As a consequence, Asia
is predicted to contribute about two-thirds
of the global life insurance growth in the
next 10 years5 and achieve a share of
42 per cent of the global insurance market
by 2029 compared with just 32 per cent
currently6. The Asia Pacific asset and
wealth management industry is also
expected to add about $13 trillion of
assets under management between 2020
and 20257.
There are many structural drivers
supporting the significant growth
potential in Asia. The health protection
gap, estimated at $1.8 trillion8, is already
substantial as consumers in Asia are
under-insured and social safety nets
remain limited. Meanwhile, medium-term
economic growth prospects are superior
to those of developed markets in the west,
with continued income growth and rising
wealth levels expected to raise the
awareness of, and demand for, protection
and wealth management solutions.
Similarly, demographic trends are also
favourable, as youthful emerging markets
with growing working-age populations
remain a core source of demand for
traditional protection and savings products
and more mature markets with ageing
populations create demand for retirement
and wealth management solutions.
While these secular trends offer attractive
prospects, we remain vigilant and focused
in our execution. We have carefully
managed our businesses through a range
of unforeseen external events during 2019,
including heightened capital market
volatility arising from trade tensions
between the US and China, a slowdown
in the growth of the Chinese economy,
suppressed yields on US dollar and other
Asian currency fixed-income instruments,
and social unrest in Hong Kong that led
to a notable decline in mainland China
visitor arrivals.
We have also embraced the opportunities
brought about by government initiatives.
Our widening product offerings and new
partnerships support many Asian
regulators’ vision to provide greater
financial inclusion and promote the health
and wellbeing of the people. For example,
in Hong Kong we have seen strong demand
for our annuity and medical reimbursement
products that are eligible for tax incentives
that were newly introduced by the
government. We also successfully
refreshed products of our Malaysia
conventional business to comply with the
new regulations on minimum allocation
rate. In addition, our expertise in economic
capital reporting, protection-focused
business mix and conservative balance
sheet position us well for the migration to
risk-based solvency frameworks across
the region.
Strategic priorities
We run our business with a focus on
customers, quality growth and profitability.
We favour health and protection products
due to their resilience to market cycles
and healthy margins. Collectively, such
products produced 67 per cent of our new
business profit in 2019 and contributed to
our high mix of regular premiums, which
comprised 93 per cent of our APE sales
in 2019 and 99 per cent of our life
weighted premium income9. This results
in 86 per cent10 of our life IFRS operating
income (excluding other income) arising
from insurance margin and fee income,
which in turn supports stable profit
progression across market cycles and
strong returns on equity.
This performance also reflects the
disciplined execution of our four strategic
priorities, which align with the evolving
sources of demand across the region
and help position our business for
continued growth.
Diversification
Adjusted operating profit
by region
Full year 2019
$3,276m
+14%
11
1
10
9
8
7
6
5
2
4
3
Market
1 Hong Kong
Indonesia
2
Singapore
3
4
Eastspring
5 Malaysia
6 Vietnam
7 China
Thailand
8
9
Taiwan
10 Philippines
11 Others
Adjusted
operating
profit
$734m
$540m
$493m
$283m
$276m
$237m
$219m
$170m
$74m
$73m
$177m
Share
of total
Asia Growth
+24%
23%
−3%
17%
+14%
15%
+18%
9%
+10%
8%
+20%
7%
+20%
7%
+8%
5%
+10%
2%
+26%
2%
+30%
5%
Growth rate vs 2018 constant exchange rates
First, we seek to enhance the core
of our existing business and made
excellent progress in this regard in 2019.
Significantly, our sales in Indonesia grew
23 per cent1 in the full year and this growth
accelerated to 41 per cent1 in the second
half from 4 per cent1 in the first half,
following a substantial reform of our
agency channel and new product
launches. We made successful business
mix improvements in the Philippines by
shifting towards higher-margin health and
protection products, which resulted in a
5 percentage point increase in APE sales
mix11 for these products and supported the
more than doubling of new business profit.
On the distribution side, we have extended
our exclusive partnership with UOB until
the end of 2034 with an expanded scope
to include Vietnam and UOB’s digital bank,
TMRW, and have established an exclusive
20-year partnership with SeAbank who
have 1.2 million retail customers and almost
170 branches in Vietnam.
20
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Secondly, we aim to create ‘best-in-class’
health capabilities. This is being delivered
by enhancing customer access to
healthcare products and services. Through
our digital health SuperApp branded Pulse
by Prudential, which is live in 8 markets,
we collaborate with various digital partners
and use artificial intelligence technology
to offer users a wide range of affordable
and easy-to-access consumer services
such as health assessments, risk factor
identification, triage, telemedicine,
wellness and digital payment. Meanwhile,
we have launched new protection products
to meet the evolving needs of our
customers, including two certified VHIS
plans in Hong Kong and PRUCritical
Benefit 88, our first standalone critical
illness product in Indonesia. In 2019,
we increased our new business profit
from health and protection products by
23 per cent in Asia ex-Hong Kong, as we
expanded our APE sales of such products
in seven markets with notable success in
India, where such sales saw 50 per cent
underlying growth12.
Thirdly, we plan to accelerate growth
in Eastspring by expanding its product
and distribution capabilities. We have
continued to develop new solutions,
including our first fund offerings in China
and Thailand as well as fixed maturity plans
in Taiwan, Singapore, Malaysia and India.
We maintained our strong investment
performance with 60 per cent of retail and
institutional funds outperforming over the
past year, collectively helping to attract
strong net flows from third parties. This in
turn raised our funds under management
by 25 per cent2 to $241.1 billion. Further
streamlining of our front and middle-office
operations was delivered in 2019, following
the completion of BlackRock’s Aladdin
system implementation across 10 markets.
Meanwhile, our disciplined focus on costs
has led to further improvement in the
cost-income ratio, which fell three
percentage points to 52 per cent in 2019,
and contributed to the 18 per cent growth
in adjusted operating profit for the year to
$283 million. Following our acquisition of
majority stakes in Thanachart Fund and
TMB Asset Management, Eastspring is
now Thailand’s fourth largest mutual
fund manager, with a market share of
12 per cent13 and combined assets under
management of $22 billion4.
Finally, we continue to expand our presence
in China across both the insurance and
asset management sectors. We recently
established a new branch in Shaanxi, our
20th in the country, and have added seven
cities and 14 sales services offices in 2019,
extending our reach to 94 cities and 229
sales offices. Our current presence gives
us access to 77 per cent of China’s
population14 and 83 per cent of the
insurance market15. Coupled with our
continued strong focus on execution,
our geographic expansion has helped us
achieve strong NBP growth of 38 per cent,
with strong double-digit growth across
both the agency and bancassurance
channels. Our life joint venture also recently
received regulatory approval to establish its
own asset management company, which
will further strengthen our capabilities
in savings and retirement products.
Furthermore, our wholly owned private
fund manager established in Shanghai
in December 2018 has secured over
one billion Yuan in its first year of operation.
Customers
We believe that excellent customer service
has been key to our strong reputation and
leading pan-Asia franchise. During 2019,
we added a further 1.4 million new life
customers18, bringing the total to over
15 million life customers, of which about
one-third are our health customers.
Customer loyalty is high, as reflected
by our strong retention ratio which has
consistently remained in excess of
90 per cent. The satisfaction and trust
our customers have in our business also
translates into a high proportion of repeat
sales, which comprised 45 per cent of APE
sales in 2019. The result of these dynamics
is a portfolio of close to 25 million in-force
policies, with each policyholder holding
1.6 policies on average.
At Eastspring, the expansion in assets
under management was driven by strong
underlying growth of 26 per cent in
external client funds, excluding the M&G
related assets that were reclassified
following the demerger. Overall external
client funds reached $124.7 billion and
contributed to 52 per cent of the total funds
under management at the end of 2019.
Our customer centric health ecosystem,
which empowers consumers to take
control of their personal health and
wellbeing in an affordable way any time
and anywhere, has made a promising start.
The number of individuals who have
downloaded the Pulse by Prudential app
has exceeded one million since launch in
August 2019. Pulse will help us acquire and
retain users at pace as we enhance its reach
by expanding the scope of service and
onboard new partners.
We continue to identify and target new
customer groups and segments outside
our traditional focus in the mass and
affluent space in order to accelerate
our future growth. We first expanded
into the high net worth segment in 2018
with Opus in Singapore, which provided
a differentiated experience for our
customers, including a dedicated service
team, wealth planners and external experts
covering trust and legal matters. APE sales
in this segment delivered impressive
growth of 46 per cent in 2019 to
$76 million. Similarly, we also developed
tailored offerings for SMEs, a segment
that remains under-served and offers
significant growth potential. This strategy
is advanced through our all-inclusive
platform, PRUworks, which provides a
digitally-enabled HR solution for business
owners and their employees, providing
access to employee benefits and lifestyle
programmes. In 2019, we achieved
22 per cent growth in our employee
benefits APE in Singapore17 and leveraged
this experience to extend our coverage
to Indonesia. We have also developed
strategies to reach the digitally-savvy
millennial segment through TMRW,
UOB’s digital bank, and new partners
such as OVO in Indonesia.
Products
We offer a wide range of insurance
products that are tailored to local market
requirements and fast-changing individual
needs, with 67 per cent of new business
profit contributed by health and protection
solutions and the rest by savings products
that include participating, linked and other
traditional products. The diversity and
resilience of our business is supported
by the continued enhancements we make
to our product range, which include
broadening coverage for new risks and
adding innovative features. Indeed, last
year 16 per cent of new business profit and
55 per cent of external net inflows4 arose
from the 166 products and 109 funds that
were developed in 2019.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR BUSINESSES
CONTINUED
In Hong Kong, our new and innovative
product offerings have contributed to
the resilience of the domestic segment,
which achieved 8 per cent APE sales
growth in the full year. This growth
accelerated to 12 per cent in the second
half from 5 per cent in the first half despite
the economic slowdown and social unrest.
Our new qualified deferred annuity
product was well received by customers
in both the agency and bancassurance
channels, and with sales of $162 million
accounted for 11 per cent of our Hong
Kong APE sales since its launch on 1 April
2019. PruActive retirement marked our
entry into the annuity market in Singapore,
contributing 6 per cent to our Singapore
APE sales since its launch in August.
We also launched PRUHealth Cancer
ReCover in Hong Kong, a first-in-market
cancer protection plan tailored for
cancer survivors and which also offers
holistic homecare services to support
in-home recovery.
The improvement of our Indonesia
business, whose new business profit rose
strongly by 39 per cent1 in 2019, was also
helped by the broadening of our product
offering. Following the success of our
upgraded unit-linked product, PRUlink
Generasi Baru, that was launched in late
2018, we offered a number of new and
refreshed products in 2019. To raise the
productivity of our trainee agents we
launched PRUCritical Benefit 88, our first
standalone critical illness product, which
accounted for around 10 per cent of the
case count in this agent segment.
Similarly, we refreshed our medical
product, PRUprime Healthcare Plus,
offering customers a simpler and faster
process to upgrade health protection,
and this was our best-selling product
in Indonesia last year. We also plan to
introduce new offerings to our critical
illness and Shariah products, which
we expect will help sustain the growth
momentum in 2020.
We currently boast a number one position
in agency APE sales in Hong Kong and have
increased MDRT qualifiers by 35 per cent
in our markets outside Hong Kong,
reflecting our focus on agent recruitment,
training and productivity across different
markets. For example, in Indonesia, our
segmented agency strategy is delivering
positive early results and played a key role
in driving APE sales growth in 2019, with
the Elite segment growing APE sales by
57 per cent to account for 25 per cent of
total agency APE sales for the year.
Our partnerships also made exceptional
progress last year. The bancassurance
channel achieved APE sales growth of
14 per cent1, with particularly strong
performances in China JV and Vietnam
and 24 per cent growth from UOB
following the renewal of the strategic
partnership at the beginning of the year.
Meanwhile, we also extended our
collaboration with new partners to widen
our access to new customer segments,
underlined by our new strategic
partnership with OVO, the largest digital
payment platform in Indonesia with access
to 115 million devices. We anticipate that
this partnership will significantly enhance
our reach to digitally-savvy consumers in
the country through the joint development
of digital propositions that encompass
health, wellness and wealth products.
The experience will also help us in
designing and managing distribution
strategies in our existing markets as well as
in targeting new or recent points of entry.
Distribution
We believe in a multi-channel strategy
for our business which can adapt and
respond flexibly depending on local market
conditions. Our distribution network is
one of the strongest and most diversified
in the Asia region. We have over 600,000
licensed tied agents across our life
insurance markets, and this proprietary
distribution channel is the core component
of our success, comprising 83 per cent
of our new business profit. We also have
a leading bancassurance franchise that
provides access to over 18,000 bank
outlets through our strategic partnerships
with multi-national banks and prominent
domestic banks, which grew new business
profit by 12 per cent in 2019. In recent
years, we have also established
non-traditional partnerships to broaden
our reach further, with partners added
in 2019 including Viettel, the largest
telecommunications service provider
in Vietnam. In total, we have more than
300 life insurance and asset management
distribution partnerships in Asia.
Our focus on the agency channel
positions us well for sustainable growth,
as customers continue to have a strong
preference for face-to-face advice from
a trusted financial adviser, especially
regarding complex protection and wealth
solutions. We have created a culture
whereby agents aspire to attain
membership of the Million Dollar Round
Table (MDRT), an industry-recognised
indicator of quality. We place great
emphasis on agent professionalism and
promote career progression by providing
tailored training programmes that share
experience and best practice across
different markets. In addition, to further
assist our agents during the sales process
and enhance productivity we continually
upgrade the tools at their disposal.
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Prudential plc Annual Report 2019
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New business profit by product
Full year 2019 %
4
1
3
2
1 Health and protection
2
Par
3 Non-par
Linked
4
67%
21%
5%
7%
New business profit by channel
Full year 2019 %
3
1
2
1 Agency
2 Bancassurance
3 Others
83%
15%
2%
Cambodia
Life insurance
Market ranking19
Population20
Penetration6
China
Life insurance
Market ranking19,21
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Hong Kong
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
India24
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Indonesia25
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Japan
Eastspring
Funds under management22
Korea
Eastspring
Funds under management22
Laos
Life insurance
Market ranking19
Population20
Penetration6
Malaysia26
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Philippines
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Singapore
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Taiwan
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Thailand
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
Vietnam
Life insurance
Market ranking19
Population20
Penetration6
Average health protection
gap per household8
Eastspring
Funds under management22
1st
32m
3.3%
$6,864
$11.8bn
3rd
108m
1.3%
$1,406
3rd
6m
6.2%
$13,776
$129.2bn
12th
24m
17.5%
$4,823
$8.0bn
8th
70m
3.6%
$287
$23.3bn
3rd
96m
1.6%
$1,251
$4.4bn
1st
16m
0.1%
4th
1.4bn
2.3%
$1,724
$7.8bn
2nd
7m
16.8%
$9,156
$5.0bn
2nd
1.4bn
2.7%
$1,382
$25.3bn
1st
271m
1.5%
$1,230
$5.6bn
$6.7bn
$12.2bn
Top 3
7m
0.0%
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Prudential plc Annual Report 2019
23
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR BUSINESSES
CONTINUED
Digital
In the face of rapidly evolving customer
needs and technological disruption, we
actively embrace change and the latest
technology. Our digital strategy is being
executed in two waves. The first focuses
on increasing automation and improving
digital capabilities in our current business
model for better customer experience
leading to better business results. The
second adds a new business model based
on a customer centric digital ecosystem
which is manifested in our SuperApp
branded Pulse by Prudential.
First wave: Enhancing our current
business model
In the first wave we are continually
increasing the automation of our
operations so as to improve both business
efficiency and customer experience. For
example, 83 per cent of all new business
was submitted through e-point-of-sale
technology in 2019, representing an
increase of 11 percentage points year-on-
year, with the enhancement particularly
pronounced in our bancassurance partners
in Thailand, Taiwan and Malaysia. Our
smart underwriting tool, which is now used
in 64 per cent of all new sales, offers
dynamic underwriting that streamlines the
application process and communicates
instant underwriting decisions to
customers. We provide our rapidly
growing digital-savvy customer-base with
efficient and secure digital payment
solutions, for example, through our recent
partnership with Boost, a leading lifestyle
e-wallet in Malaysia. We have established
a strategic relationship with the global
technology services company Tech
Mahindra to leverage their scale and
expertise in Cloud and Mobile to ensure
faster deliveries across all markets.
At Eastspring, in addition to embedding
BlackRock’s Aladdin system, we have
also made other digital advancements,
with our Malaysian entity winning the
‘Fintech Innovation in Asset Management’
award in Asia Asset Management’s ‘2020
Best-of-the-Best awards’. This reflected
the continued enhancements to our online
platform, myEastspring, which enables
our clients to access, monitor and transact
online and includes tools for our agents
to help clients predict their future savings
needs. We also launched a new digital
facility that empowers members of the
Employees Provident Fund to take control
of their investments and make transactions
at nearly zero cost.
Prudential Corporation Asia automation rates trend
New business e-submission
Auto-underwriting
100%
80%
60%
40%
20%
0%
Dec-16
Dec-17
Dec-18
Dec-19
Second wave: Building an
ecosystem-based business model
In the second wave, to aid the expansion of
our role from providing protection to
making customers healthier, we have
added an ecosystem-based business
model which is manifested in our Pulse by
Prudential app. Built on the latest
architecture, Pulse is scalable and is based
on real data and artificial intelligence (AI)
technology focusing on positive outcomes
for customers and our businesses. This
business model also uses a wide range of
partnerships and the latest trends in health
and wealth technology, allowing us to fulfil
our strategic imperative to add prevention
and postponement to our protection
business. So far we have secured 18
market-leading partners across an array of
different elements. We believe this will
help us to acquire users at pace and gain
access to new data, whilst enabling our
customers to enjoy a wide range of
affordable healthcare and value-added
services to help them live longer and
healthier lives. Currently live in eight
markets, Pulse will continuously improve as
we roll out new functionalities, increase
partnerships and learn from direct user
feedback over time.
The component of Pulse designed for
the fast-growing small and medium
enterprise (SME) segment in Asia is
known as PruWorks. Following its
launch in Singapore and Indonesia, we
are now enhancing this further with a fully
integrated, new administration system
as well as direct connectivity to enhance
customer experience for SMEs and their
employees.
Corporate responsibilities
We have a large number of staff and agents
across our life and asset management
businesses across Asia, and an explicit
inclusive approach to hiring and monitoring
diversity. Progressively, we seek to ensure
that mobility is not just seen as part of the
opportunity provided to improve our
individuals’ skills but is also a source of
key competitive advantage as we take
learnings from one operation and apply
them in another. The change in the method
of managing agents in Indonesia using
techniques developed in Vietnam
is a prime example of this.
24
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Highlights of key ecosystems partners
Ecosystem partners
Markets (to be) covered
Ecosystem elements
Regional
Malaysia
Indonesia
Regional
Regional
Hong Kong
Indonesia
Malaysia
Malaysia
Regional
Regional
Regional
Myanmar
Myanmar
Thailand
Vietnam
Thailand
Thailand
Health assessment, triage, AI symptom checker
Online consultation, telemedicine
Telemedicine
Telemedicine
Wellness, engagement and rewards
DNA testing
e-payment, alternative distribution channel
e-payment
Dengue alert
SME cloud computing
Data analytics and lead generation
UOB’s digital bank
Digital healthcare
Wellness, engagement and rewards
Digital service provider, Group business
Telecommunication and e-payment
Customers and behavioural data, alternative distribution
Telemedicine
We have long-standing and strong
relationships with the regulators in the
markets we operate in. This is built on a
culture of compliance with the rules and
our promotion of financial services in
the context of public policy. To drive the
insurance penetration rates in protection
and savings products which are desired by
governments and regulators in the region,
we support the process of deepening
capital markets, building robust regulatory
and legal frameworks and enhancing
financial literacy in the markets in which we
operate, which in turn supports economic
growth and stability. We see our
investment appetite and risk management
approach as contributing to the
development and stability of the capital
markets for the markets in which
we operate. We actively engage with
fellow market counterparties and
governments to foster greater depth,
transparency and liquidity of markets.
The responsible and sustainable
management of our tax affairs also helps
us to maintain constructive relations with
our stakeholders and play a positive role
in the economy. We take a long-term
perspective and balance our responsibility
to support our business strategy with
our responsibility to the communities in
which we operate, which need sustainable
tax revenues. We understand the
importance of paying the right amount
of tax on time. We manage our tax affairs
transparently and seek to build constructive
relationships with tax authorities in all the
countries in which we operate.
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Prudential plc Annual Report 2019
25
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR BUSINESSES
CONTINUED
COVID-19 update
We continue to monitor closely the
development of the coronavirus outbreak.
Our priority is the health and wellbeing
of our customers and staff during this
challenging time. In China and Hong Kong,
we were one of the first insurance
companies to launch extra free protection
and coverage against this disease.
Similarly, in another eight Asian markets we
are offering additional free hospital cash
benefits and other lump sum benefits to
customers diagnosed with this disease,
alongside a series of measures and services
to support affected customers in a timely
manner, such as dedicated hotlines and
simplified claims procedures. For our staff,
we have put in place flexible work
arrangements, for example on work hours
and work location, as well as enhanced
hygienic tools in the office.
While the coronavirus outbreak has slowed
down economic activities in the year-to-
date and dampened our sales momentum
in Hong Kong and China, we remain
confident in the medium to long-term
prospects of these economies and their
respective insurance sectors. Our broad
geographic spread across the region and
the strength of our recurring premium
business model lends considerable
resilience to our earnings. We will continue
to collaborate actively with the relevant
governments and uphold our corporate
and social responsibilities. This is
exemplified by the recent donation of
RMB15 million to support efforts in fighting
against the disease by our joint ventures in
China18. We will also continue to stand by
our customers steadfastly and make them
healthier with our ‘best-in-class’ health and
protection capabilities.
Business outlook
Asia’s growth fundamentals and
demographic trends remain robust and
we expect will continue to support strong
growth for the insurance and asset
management industries in Asia.
We are well placed to capture these
structural prospects given our market-
leading positions, focused strategic
priorities, high-quality execution and
expanding digital capabilities.
We have built a track record of consistent
and resilient expansion across cycles over
the past decades, and we are confident
in continuing to replicate our past success
and to make our customers in Asia healthier
and wealthier in the years to come.
Nic Nicandrou
Chief Executive
Prudential Corporation Asia
Notes
1
2
3 See note II of the Additional unaudited financial information for definition and reconciliation to
Increase stated on a constant exchange rate basis.
Increase stated on an actual exchange rate basis.
IFRS balances.
4 Excludes Money Market Fund.
5 Source: Allianz Global Insurance Market at a crossroads, May 2019. Global life insurance
premium derived from total insurance premium.
6 Market penetration: Swiss Re (Sigma) – based on insurance premiums as a percentage of GDP
in 2018 (estimated).
7 Source: PWC Asset & Wealth Management 2025 report.
8 Swiss Re Institute: The health protection gap in Asia, October 2018. Average gap per
household is calculated as ‘total health protection gap divided by estimated number of
households hospitalised under the mentioned gap range’. Report excludes Cambodia and
Laos.
9 Weighted premium income comprises gross earned premiums at 100 per cent of renewal
premiums, 100 per cent of first-year premiums and 10 per cent of single premiums.
10 Total insurance margin ($2,244 million) and fee income ($286 million) of $2,530 million divided
by total life income excluding other income of $2,958 million (Comprised of total life income of
$6,187 million less other income of $3,229 million). For discussion on the basis of preparation
of the sources of earnings see note I(iv) of the Additional unaudited financial information.
11 APE sales mix refers to the proportion of total market APE sales accounted for by each
product type.
12 Assuming no change in our shareholding.
13 Mutual fund market shares; mutual fund assets under management as at 31 December 2019.
14 Source: National Bureau of Statistics of China.
15 By life and health GWP in 2019.
16 Excluding India.
17 Excluding broker channel.
18 RMB10 million by CPL and RMB5 million by Citic Pru FMC.
19 Based on full year 2019 or the latest information available. Sources include formal (eg
competitors results release, local regulators and insurance association) and informal (industry
exchange) market share data. Ranking based on new business (APE sales, weighted full year
premium or full year premium depending on availability of data). Full year 2019 data is not yet
available for Hong Kong; full year 2018 has been used instead.
20 United Nations, Department of Economic and Social Affairs, Population Division, World
Population Prospects 2019 Revision.
21 Total joint venture/foreign players only.
22 Full year 2019 FUM reported based on the country where the funds are managed.
23 IFRS gross premiums earned for Asia segment.
24 Excludes Jiwasraya.
25 Includes Takaful sales and excludes Group business.
26
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Driving our business
Customers
In Asia, we focus our efforts on helping new and existing
customers build better futures for themselves and their
families, by helping to fill the savings and protection gap
that exists in many markets in the region.
Products
We listen to our customers to help us understand their
changing needs and tailor our design of product
solutions and services.
Distribution
We are well-positioned in terms of the scale and
diversity of our distribution to reach and serve our
customers’ needs. At the core of our distribution
model is face-to-face customer interaction that
delivers high-quality, needs-based advice.
Investment for growth
Building on our strong track record, we are building
for future growth by investing in new opportunities
and capabilities.
Creating value and
benefiting our stakeholders
+15m life customers
93%
of APE sales in regular premium
83%
of all new business submitted through
e-point-of-sale technology
+600,000 agents
Access to over 18,000 bank outlets
Now in 94 cities in China
Launched over 160 insurance
products and more than 100 funds
$241bn
Eastspring Investments’ total funds under management
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Prudential plc Annual Report 2019
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOUR BUSINESSES
United States
2019 performance highlights
Providing America’s
ageing population
with financial strategies
for their retirement
through product
innovation and
developing market-
leading distribution
capabilities.
— Launches of Jackson’s RateProtector, a single premium,
multi-year guarantee fixed annuity, as well as
MarketProtector and MarketProtector Advisory fixed
index annuity products, contributing to an 8 per cent
increase in new business sales
— Continued growth of advisory sales, with new business
sales up 30 per cent as distribution models continue
to evolve
— Expanded advisory distribution footprint with
Morgan Stanley, DPL Financial Partners, TD Ameritrade
and RetireOne
— Awarded ‘Contact Center World Class CX Certification’
and ‘Highest Customer Service for the Financial Industry’
awards by The Service Quality Measurement Group, Inc
— Actively engaged with FinTech partners including
Envestnet, MoneyGuidePro and eMoney
— Adjusted operating profit up 20 per cent to $3,070 million
and new business profit down 28 per cent to $883 million
28
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United States
The US is the world’s largest retirement
savings market with approximately
four million Americans reaching retirement
age every year. This transition continues to
trigger the unprecedented shift of trillions
of dollars from savings accumulation to
retirement income generation.
However, these Americans face challenges
in planning for life after work. For those
nearing the end of their working careers,
a financially secure retirement is at risk,
due to insufficient accumulation of savings
and the current combination of low yields
and market volatility. Employer-based
pensions are being withdrawn, and state
and government plans are underfunded
as the impact of increased administrative
costs and lower interest rates continue to
reduce the affordability of the post-war
pensions model. Social security was
never intended to be a primary retirement
solution and today its long-term funding
status is in question.
Additionally, the life expectancy of an
average retiree has significantly increased,
lengthening the number of years for which
retirement funding is needed.
To overcome these challenges, Americans
need and demand retirement strategies
that offer them the opportunity to grow
and protect the value of their existing
assets, as well as the ability to provide
guaranteed income that will last
throughout their extended lifetimes.
Achieving this will reduce the gap many
retirees face between income needed
during retirement and the income they
can generate from their retirement assets
and social security. Reducing this gap is a
public benefit as it helps reduce strain on
supplemental government programmes
for those in need.
Jackson believes that a retirement plan
integrated with an income guarantee
annuity will mitigate much of the risk of
retirees running out of money during
retirement. In response to this demand and
the ongoing shift to fee-based solutions,
Jackson has positioned itself with product
innovation and distribution strategies to
provide a wide spectrum of choice when
selecting the retirement product that best
fits customer needs. This will allow Jackson
to enhance further our market-leading
variable annuity position in the brokerage
market, diversify in the fixed annuity and
fixed index annuity space and grow in the
advisory retirement solutions market.
Jackson has demonstrated its ability to
diversify during the year, growing the
proportion of APE sales accounted for
by fixed annuity, fixed index annuity
and wholesale business to 34 per cent,
from 19 per cent in the prior year.
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Prudential plc Annual Report 2019
29
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OUR BUSINESSES
CONTINUED
Customers and products
Through its distribution partners, Jackson
provides products that offer Americans
the retirement strategies they need,
including variable, fixed and fixed index
annuities. Each of these products offer a
unique range of features tailored to meet
the individual needs of the retiree as
discussed below:
Variable annuity A Jackson variable
annuity, with investment freedom,
represents an attractive option for retirees
and soon-to-be-retirees, providing both
access to equity market appreciation
and guaranteed lifetime income as an
add-on benefit.
Fixed index annuity A Jackson fixed index
annuity is a guaranteed product with limited
market exposure but no direct equity
ownership. It is designed to build wealth
through a combination of a base crediting
rate that is generally lower than a traditional
fixed annuity crediting rate, but with the
potential for additional upside, based
upon the performance of the linked index.
Jackson also provides access to guaranteed
lifetime income as an add-on benefit.
Fixed annuity A Jackson fixed annuity is
a guaranteed product designed to build
wealth without market exposure, through
a crediting rate that is likely to be superior
to interest rates offered from banks or
money market funds.
These products also offer tax deferral,
allowing interest and earnings to grow
tax-free until withdrawals are made.
Jackson has a proven track record in this
market with its market-leading flagship
product, Perspective II1. Jackson’s success
has been built on its quick-to-market
product innovation, as demonstrated by
the development and launch of Elite Access,
our investment-only variable annuity.
Further demonstrating Jackson’s flexibility
and manufacturing capabilities, and in
response to the trend in financial services
toward fee-based solutions, Jackson has
launched Perspective Advisory II, Elite
Access Advisory II and the innovative
MarketProtector Advisory, the industry’s
first fully-liquid advisory fixed index
annuity, to serve advisers and distributors
with a preference for advisory products.
In June 2019, Jackson launched
RateProtector, a single premium, multi-year
guarantee fixed annuity. RateProtector
offers consumers the opportunity to
protect and grow their assets through
guaranteed interest rates that will not
fluctuate during a select period, combined
with the ability to defer taxes on any
earnings until money is withdrawn.
Market reception for these products has
been positive and these have contributed
to the delivery of the organic diversification
of Jackson sales in 2019, with new business
APE sales up 8 per cent to $2,223 million
(2018: $2,059 million). The planned
transition to a more balanced portfolio has
resulted in higher investment in new
business in 2019 which over time is
expected to enhance statutory capital and
cash generation.
Jackson operates within a well-defined
risk framework and takes into account the
expected cost of hedging when pricing
its products. It aggregates financial risks
across the company, obtains a unified view
of its risk positions, and actively manages
net risks through a hedging programme
which aims to manage economic risk. Some
accounting volatility is expected in periods
of large market movements as was seen in
2019, given the economic focus described
above, and this has impacted IFRS
profitability in the year, as further
discussed in the Group Chief Financial
Officer and Chief Operating Officer’s
report. However, the benefits of Jackson’s
hedging programme have been
demonstrated in times of equity market
decline, for example during the fourth
quarter of 2018 and during the recent
market turbulence. At the end of 2019
Jackson’s surplus of available capital over
required capital was $3,795 million after
adopting the NAIC’s changes to its
framework for variable annuities. This
equates to a ratio of 366 per cent (2018:
458 per cent using the previous NAIC
framework). Jackson continues to monitor
closely the recent changes in markets and
take the appropriate actions through its
dynamic hedging strategy. If these
conditions persist management could take
additional actions to assist in mitigating
the impact.
Distribution
Jackson distributes products in all
50 states of the US and in the District
of Columbia. Operations in the state of
New York are conducted through a
New York subsidiary. Jackson markets
its retail products primarily through
advice-based distribution channels,
including independent agents,
independent broker-dealer firms, regional
broker-dealers, wirehouses and banks.
For variable annuity sales, Jackson is the
leader in the independent broker-dealer,
bank and wirehouse channels2 and third
in regional firms2.
Jackson’s distribution strength also sets
us apart from our competitors. Our highly
productive wholesaling force is the largest3
in the annuity industry and is instrumental
in supporting the independent advisers
who help the growing pool of American
retirees develop effective retirement
strategies. Our wholesalers provide
extensive training to thousands of advisers
about the range of products and the
investment strategies that are available to
support their clients. Based on the latest
available data, Jackson is the second most
productive variable annuity wholesale
distribution force in the US3.
In 2019, Jackson invested significant
time and resources with fintech partners
to help illustrate the benefits a lifetime
income solution can provide within a
comprehensive wealth management plan.
This gives the financial adviser the
necessary tools to customise according
to the unique needs and goals of the client.
Additionally, investment freedom within
VA investment options allows the adviser
to build a diversified portfolio that is
customised to meet their clients’ individual
priorities and preferences, rather than
locking them into restrictive allocation
models. Some of the fintech platforms
where Jackson is actively engaged include
eMoney, MoneyGuidePro and Envestnet.
30
Prudential plc Annual Report 2019
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In 2019, Jackson announced distribution
agreements with DPL Financial Partners
(DPL), TD Ameritrade and RetireOne to
provide our protected lifetime income
solutions to independent registered
investment advisers (RIAs). The
collaboration expands Jackson’s
distribution footprint and provides Jackson
with access to new opportunities in the
independent RIA channel. In addition to
these new relationships, Jackson’s
distribution partnership announced in late
2018 with State Farm is targeted to roll out
in the first quarter of 2020. These new
partnerships show Jackson’s determination
and progress on channel diversification.
Regulatory landscape
The regulatory outlook for the industry
has improved since the passing of the
Securities and Exchange Commission’s
(SEC) Best Interest Regulation in June
2019. This replaced proposed legislation
known as the DOL Fiduciary Duty Rule.
The SEC’s finalised rule creates a best
interest standard of conduct for broker-
dealers and is designed to be ‘product
agnostic’ meaning that it is not intended
to give preference to or target any specific
product. Instead, the rule enhances
the diligence required when advising
customers about suitable, albeit more
complex, products such as variable
annuities. The rule became effective 60
days after being published in the Federal
Register (12 July 2019) and includes a
transition period until 30 June 2020.
Despite lower interest rates, the life
insurance industry saw increased total
annuity sales as of the third quarter of
2019, primarily due to a clearer regulatory
environment and more aggressive
product feature changes (ie withdrawal
percentages) implemented by competitors.
Higher industry sales of fixed annuities
were offset slightly by lower variable
annuity sales.
Regardless of the outcome of the SEC best
interest standard, the regulatory disruption
caused by the now rescinded DOL Rules
has challenged the industry to review the
ways in which investment advice is provided
to American investors. Manufacturers will
need to have the ability to provide product
and system adaptations in order to support
the success of various distribution partners
in their delivery of the retirement strategies
that investors need. Because of its strong
distribution, leadership in the annuities
market, best-in-class service and an
efficient operation, we believe that Jackson
is well positioned to take advantage of this
opportunity.
In December 2019, the Setting Every
Community Up for Retirement
Enhancement Act (SECURE Act) was
passed into law, bringing positive changes
to the US retirement system. A significant
change includes the portability of lifetime
income products, permitting participants
to preserve their lifetime income
investments and avoid surrender charges
and fees. Another provision of the Act
clarifies the existing Employee Retirement
Income Security Act safe harbour and
removes ambiguity about the applicable
fiduciary standard that currently acts as a
roadblock to offering lifetime income
benefit options under a defined
contribution plan. Under this provision,
for purposes of fulfilling their fiduciary duty
to select an annuity provider, defined
contribution plan fiduciaries may rely on
representations from insurers regarding
their status under state insurance laws.
The enactment of these provisions, and
the SECURE Act as a whole, are important
steps in facilitating Americans’ ability to
achieve financial freedom for life.
We believe that Jackson is well positioned
to manage the impact of these regulatory
changes and welcome the outcomes of the
revised regulations.
At 31 December 2019, Jackson early
adopted the new US regulatory regime
enacted by the National Association of
Insurance Commissioners in respect of
variable annuities. The effect of this change
is further discussed in the Group Chief
Financial Officer and Chief Operating
Officer’s report on the 2019 financial
performance.
Corporate responsibility
As a provider of savings and protection
products, stewardship is core to what we
do. We recognise that to help our customers
look to the future with confidence, we need
to take a long-term view on a wide range
of issues that affect our business and the
communities in which we operate. To do
this, we maintain a proactive dialogue with
our stakeholders – customers, investors,
employees, communities, regulators
and governments – to ensure that we
are managing these issues sustainably
and delivering long-term value.
Jackson seeks to provide the best
retirement solutions that we can, while
striving to communicate information about
those products in a fair and transparent
way. In the US, Jackson continues to be
a leader in shifting perspectives and
simplifying the language around financial
products. In 2018, Jackson led the creation
of a groundbreaking, industry-wide
coalition seeking to help mitigate America’s
looming retirement crises, the Alliance
for Lifetime Income. The Alliance is a
tremendous leap forward in Jackson’s
ongoing commitment to educating
Americans about the importance of lifetime
income in retirement planning.
At Jackson, we take an inclusive approach
to responsible investment, seeking to
integrate environmental, social and
governance (ESG) considerations into
our investment processes and stewardship
activities through active ownership
practices and engagement with investee
companies. We also maintain the ability
to exclude entities from our internal
investment mandates, where their
practices, policies or procedures conflict
with our values, or where we see a need to
explicitly recognise international consensus.
As a long-term investor, Jackson considers
both financial and non-financial factors
in our investment processes, decision-
making and ownership practices that
may have a meaningful impact on our
customers’ long-term investment
outcomes. Similarly, as active asset owners
of the capital we invest on behalf of our
customers, we believe that due
consideration of the various factors that
can impact investment returns is part
of our fiduciary duty to our customers.
Jackson also takes pride in helping
the communities in which we operate,
providing significant employment,
tax revenues, charitable programmes and
contributions, as well as the investment
of general account assets, all of which
provide valuable public services and build
infrastructure for the benefit of the wider
community and economy.
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CONTINUED
Investment for growth
We believe that a significant opportunity
exists to reach even more American
retirees and serve their needs with annuity
products going forward. This is because
there are trillions of dollars of adviser-
distributed assets across distribution
platforms that have not historically been a
focus for the business, such as the
dual-registered investment adviser
channel, which we can seek to access. The
industry will need to remain flexible and
cost-effective in making changes to
product systems and processes. We
continue to seek to understand and make
the necessary adjustments to support the
needs and demands of American retirees
into the future.
Jackson is making significant investments
in new technologies, which allows us to
provide better service that will give our
customers what they want, when they
want it. These new technologies will also
provide higher quality data so that our
executives and staff across the business
can make better informed decisions with
regard to risk, and with how and where
to invest.
Jackson’s competitive strengths are
even more critical as we work towards
diversification and growth, within a highly
competitive insurance industry. The
breadth and depth of our best-in-class
distribution team, our agility and success in
launching well designed customer-centric
products, the continued success of our
risk management and hedge programmes
through many economic cycles, and our
significant investment in technology
platforms and award-winning customer
service will provide Americans with the
retirement strategies they so desperately
need. Jackson’s discipline helps enable us
to be positioned to potentially capture
additional growth during times of transition
into the future.
Michael Falcon
Chairman and
Chief Executive Officer
Jackson Holdings LLC
Notes
1 ©2020 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is
proprietary to Morningstar and/or its content providers; (2) is not warranted to be accurate,
complete, or timely. Neither Morningstar nor its content providers are responsible for any
damages or losses arising from any use of this information. Past performance is no guarantee
of future results. Morningstar www.AnnuityIntel.com Total Sales by Contract 3Q YTD 2019.
Jackson’s Perspective II for base states ranks #1 out of 927 VA contracts with reported sales
to Morningstar’s quarterly sales survey as of 3Q YTD 2019.
2 ©2020 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is
proprietary to Morningstar and/or its content providers; (2) is not warranted to be accurate,
complete, or timely. Neither Morningstar nor its content providers are responsible for any
damages or losses arising from any use of this information. Past performance is no guarantee
of future results. Morningstar www.AnnuityIntel.com Total sales by company and channel
3Q YTD 2019. Jackson ranks #1 out of 25 companies in the Independent NASD channel,
#1 out of 19 companies in the Bank channel, #1 out of 15 companies in the Wirehouse channel,
and #3 out of 19 companies in the Regional Firms channel.
3
Independent research and Market Metrics, a Strategic Insight Business: U.S. Advisor Metrics
2019, as of 30 September 2019.
4 LIMRA/Secure Retirement Institute, US Individual Annuity Participants Report 3Q YTD 2019.
5 2018 annual estimate. Annual estimates of the residential population by single year of age and
sex for the United States: 1 April 2010 to 1 July 2018. U.S. Census Bureau, Population Division.
6 2020 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is
proprietary to Morningstar and/or its content providers; (2) is not warranted to be accurate,
complete, or timely. Neither Morningstar nor its content providers are responsible for any
damages or losses arising from any use of this information. Past performance is no guarantee
of future results. Morningstar www.AnnuityIntel.com. Total Sales by Company & by Contract
3Q YTD 2019. Jackson ranks #1 out of 677 VA contracts with reported sales in the
Independent Channel in 3Q YTD 2019.
7 WealthManagement.com, FUSE research.
8 New advisers defined as producers who have not sold Jackson products since 2013.
32
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Driving our business
Creating value and
benefiting our stakeholders
Customers
Many retirees or soon-to-be retirees face a reality of
under-saving, having no guaranteed income source and
the prospect of living longer than any prior generation.
Jackson’s focus is to provide solutions to help address
these concerns for the millions of Americans currently
transitioning to and through retirement.
Average of 10,000 Americans retire per day5
Assisting four million customers
with their financial needs
Products
Jackson’s products provide access to equity market
growth, protection of principal, and a way of converting
retirees’ savings into retirement income with a degree
of certainty. With a long history of disciplined product
design and prudent risk management, Jackson
has earned and continues to earn trust from its
key stakeholders.
#2 seller of individual annuities in the US4
Perspective II is the #1 selling variable annuity contract1
#1 selling variable annuity contract in the independent
channel since 20036
Distribution
Jackson’s distribution teams set us apart from our
competitors. Jackson’s annuity wholesaling force is the
largest and one of the most productive in the industry,
supporting thousands of advisers across multiple
channels and distribution outlets.
Investment for growth
Jackson continues to invest in technology and innovative
products to adapt efficiently and effectively to what
our customers and regulatory environment require.
Jackson launched an advisory version of our flagship
product Perspective II, our innovative Elite Access
product and our fixed index MarketProtector product
to allow for penetration into untapped distribution.
Corporate responsibility
Jackson is committed to be a responsible partner
with customers, employees, shareholders and
the community.
Largest
annuity wholesale distribution force in the US3
New partnerships with State Farm, Morgan Stanley,
DPL financial partners, TD Ameritrade and RetireOne,
adding significant distribution access
Ranked #2 overall in terms of Top Firms
for Quality of Wholesalers7
Actively engaging with fintech partners Envestnet, eMoney
and MoneyGuidePro
Approximately 24% of Jackson’s 2019 advisory annuity
sales from new advisers8
Jackson Charitable Foundation reached more than
1.75m students through partnership with Discovery
Education, Junior Achievement USA and Ramsey Education,
advancing financial education across the United States
1,840 associates
volunteered 48,000+ hours in 2019
Through sponsorships, grants, matching gifts and volunteer
support, Jackson provided $6.7m to charitable
causes across the country
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Prudential plc Annual Report 2019
33
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE
Maintaining focus on the
execution of our strategy
14%
increase in Asia adjusted operating profit1
$9.5bn
LCSM surplus6 over the Group
minimum capital requirement
(31 December 2018: $9.7bn)
Mark FitzPatrick
Group Chief Financial Officer
and Chief Operating Officer
I am pleased to report that we maintained focus
on the execution of our strategy alongside the
successful completion of the demerger of M&G plc
and that this has continued to deliver positive
financial performance in 2019.
Growth has once again been led by our
businesses in Asia, which reflects the
benefits of our well positioned and
broad-based portfolio, which has long
focused on high quality, recurring premium
business. In 2019, this saw our life
businesses outside Hong Kong deliver
overall new business profit growth of
29 per cent1, and within this 10 markets
increasing new business profit. While
Hong Kong has seen a more challenging
sales environment, the resilience of its
business model is demonstrated by its
24 per cent1 growth in adjusted operating
profit, which contributed to the 14 per cent1
increase in adjusted operating profit
delivered by our overall Asia business.
Our US business took its first steps in the
execution of its diversification strategy,
broadened its presence across the US
annuity market, delivered increased
remittances to the Group, and early
adopted the new National Association
of Insurance Commissioners (NAIC)
variable annuity framework. Jackson has
successfully demonstrated its ability both
to develop and distribute new products in
order to diversify its product range. Over
time, this will contribute to a more balanced
mix of policyholder liabilities which
will enhance statutory capital and cash
generation. During 2019, this transition
has resulted in a higher investment in
new business than has been seen in
recent periods, with resulting impacts
on capital generation and new business
profit margins.
During 2019 our head office activities
incurred costs of $(460) million (2018:
$(490) million2). The demerger of M&G plc
provides us with the opportunity to optimise
the operating model of our Group functions
across our head office. We are well
advanced in developing and executing
plans that will deliver total savings of circa
$180 million3, targeting a revised run-rate
from 1 January 20214. We have already
completed the first phase of this work which
will deliver annual savings5 of $55 million.
Over 2019, global equity markets rallied
strongly. In the US markets the S&P 500
index increased by 29 per cent over
2019, but government bond yields were
generally lower over the period, with the
US 10 year government bond yield ending
the year at 1.9 per cent (2018: 2.7 per cent).
The impact of these market effects are
most prevalent in the US’s results.
Jackson’s hedging programme is focused
on managing the economic risks in the
business and protecting statutory solvency
in the circumstance of large market
movements. The hedging programme
does not aim to hedge IFRS accounting
results and this can lead to volatility in the
IFRS results in periods of significant market
movements, as was seen in 2019. In
particular, while higher equity markets are
expected to deliver ultimately increased
profitability to Jackson through higher
future fee income, this benefit is not fully
recognised in the IFRS results in the short
term. This contrasts with the impact on the
derivatives within the hedging programme,
designed to provide protection when
markets fall, where rises in equity markets
lead to short term losses in the IFRS results.
These losses have been exacerbated by
falling interest rates in 2019, which have led
to an increase in the IFRS liabilities for the
guarantees attaching to variable annuities
given lower discount rates and lower
assumed future separate account growth,
impacting directly on the income
statement. Collectively, these factors led
34
Prudential plc Annual Report 2019
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to an IFRS loss after tax of $(380) million for
the US over 2019. The interest rate falls
have also led to gains on bonds, which are
recognised outside the income statement,
and US’s IFRS segment shareholders’
equity increased from $7,163 million at the
end of 2018 to $8,929 million at the end
of 2019. EEV has fewer mismatches
(for example future fee income is fully
recognised), but fluctuations in interest
rates also impact Jackson’s EEV results,
since EEV discount rates and future
expectations of separate account returns
are based on current risk free rates. While
our IFRS and EEV results in 2019 may
therefore show a degree of volatility, we
believe that the Jackson business is
positioned to enhance its capital and cash
generation over time as it continues to
focus on the US retirement market
opportunity.
We have presented the results of the UK
and Europe operations (referred to as
M&G plc) as discontinued operations
and have adopted the US dollar as our
presentational currency which better
reflects the economic footprint of our
business going forward. Prior year
comparatives have been restated,
as required under IFRS. However
comparative balance sheet amounts are
not restated for discontinued operations.
As in previous years, growth rates referred
to are on a constant exchange rate basis
unless otherwise stated.
Adjusted operating profit before
tax from continuing operations
Prudential’s adjusted IFRS operating profit
based on longer-term investment returns
(adjusted operating profit) from continuing
operations increased in 2019 to
$5,310 million (20 per cent higher on a
constant and actual exchange rate basis).
This increase was driven by higher earnings
from our Asia life insurance and asset
management operations, and by lower
market-related DAC amortisation charges
compared with the prior year in the US, as a
result of the strong equity market returns
achieved in 2019. Other income and
expenditure generated a net cost of
$(926) million (2018: $(967) million2). Of
this, $(179) million related to interest costs in
respect of debt instruments transferred to
M&G plc on 18 October 2019 prior to
completion of the demerger. Excluding
these amounts, interest costs for the
continuing Group would have been
$(337) million, lower than 2018 following the
redemption of debt in the first half of 2019.
IFRS basis non-operating items
from continuing operations
Non-operating items in 2019 consist of
short-term fluctuations in investment
returns on shareholder-backed business of
negative $(3,203) million (2018: negative
$(791) million on an actual exchange rate
basis), the net loss arising from corporate
transactions undertaken in the year of
negative $(142) million (2018: negative
$(107) million on an actual exchange rate
basis), and the amortisation of acquisition
accounting adjustments of negative
$(43) million (2018: negative $(61) million
on an actual exchange rate basis) arising
mainly from the REALIC business acquired
by Jackson in 2012.
The $(142) million cost of corporate
transactions reflects gains from disposals
offset by the $(407) million incurred in the
year in connection with the demerger of
M&G plc from Prudential plc, in line with our
previous guidance. Further information is set
out in note D1.1 to the financial statements.
Negative short-term fluctuations comprised
positive $657 million (2018: negative
$(684) million on an actual exchange rate
basis) for Asia, negative $(3,757) million
(2018: negative $(134) million) in the US
and negative $(103) million (2018: positive
$27 million on an actual exchange rate basis)
in other operations.
Falling interest rates in certain parts of Asia
led to unrealised bond gains in the year
which are accounted for within non-
operating profit. In the US, rising equity
markets and falling interest rates have
resulted in negative effects primarily
reflecting net losses on hedge instruments
used to manage the market exposure of
Jackson’s products and by changes in the
IFRS value for these features. Further
discussion of Jackson’s non-operating items
is contained in the US section of this report.
After allowing for non-operating items, the
total profit after tax from continuing items
was $1,953 million (2018: $2,881 million2).
In addition to the effects seen above, falling
interest rates resulted in unrealised gains of
$2.7 billion being recognised outside the
income statement as part of other
comprehensive income, partially mitigating
the adverse effect of market movements
on the Group’s IFRS shareholders’ funds.
IFRS loss after tax from
discontinued operations
In the period prior to demerger,
$1,319 million IFRS profit after tax was
recognised from the discontinued M&G plc
business. On distribution to shareholders as
a dividend in specie the net assets of the
business were remeasured to the market
value of M&G plc on listing, resulting in a
gain of $188 million recognised within the
loss from discontinued operations for the
year. As a result of representing the
historical results of M&G plc in US dollars
(as opposed to sterling), a loss of
$(2,668) million was recognised at the
date of demerger representing cumulative
foreign exchange differences held in the
currency translation reserve. This arose
from the fall in the sterling/US dollar
exchange rate over the period since the
currency translation reserve was established
in 2004. This was matched by an equal and
opposite gain in other comprehensive
income resulting in no overall impact on
shareholders’ funds. Reflecting the above,
the total loss from discontinued operations
after tax was $(1,161) million. The rest of
this report focuses solely on the continuing
operations of the Group.
IFRS effective tax rates
In 2019, the effective tax rate on adjusted
operating profit based on longer-term
investment returns from continuing
operations was 15 per cent. This was
unchanged from 2018.
The 2019 effective tax rate on total IFRS
profit was negative (2) per cent (2018:
16 per cent). The decrease in the 2019
effective tax rate reflects increased
derivative losses in the US where the
effective tax rate on these items is higher
(at 21 per cent) than the effective tax rate
on profit from Asia operations.
Total tax contribution from
continuing operations
The Group continues to make significant
tax contributions in the jurisdictions in
which it operates, with $2,168 million
remitted to tax authorities in 2019. This
increased from the equivalent amount of
$1,829 million2 remitted in 2018, primarily
due to the timing of when various tax
payments became due.
Tax strategy
The Group publishes its tax strategy
annually which, in addition to complying
with the mandatory UK (Finance Act 2016)
requirements, also includes a number of
additional disclosures, including a
breakdown of revenues, profits and taxes
for all jurisdictions where more than
$5 million tax was paid. This disclosure is
included as a way of demonstrating that
our tax footprint (ie where we pay taxes)
is consistent with our business footprint.
An updated version of the tax strategy,
including 2019 data, will be available on
the Group’s website before 31 May 2020.
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Prudential plc Annual Report 2019
35
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE
CONTINUED
Total segment profit from continuing operations
6,346
5,451
IFRS profit
Adjusted operating profit based on longer-term
investment returns before tax from continuing
operations
Asia
Long-term business
Asset management
Total Asia
US
Long-term business
Asset management
Total US
Other income and expenditure
Total adjusted operating profit based on longer-term
investment returns before tax and restructuring costs
Restructuring costs
Total adjusted operating profit based on longer-term
investment returns before tax from continuing
operations
Non-operating items:
Short-term fluctuations in investment returns on
shareholder-backed business
Amortisation of acquisition accounting adjustments
Gain (loss) on disposal of businesses and corporate
transactions
Profit from continuing operations before tax
attributable to shareholders
Tax credit (charge) attributable to shareholders’ returns
Profit from continuing operations for the year
Profit for the year from discontinued operations
Remeasurement of discontinued operations on demerger
Cumulative exchange loss recycled through other
comprehensive income
(Loss) profit from discontinued operations for the year,
net of related tax
Profit for the year
IFRS earnings per share
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
2,993
283
3,276
3,038
32
3,070
2,646
242
2,888
2,552
11
2,563
(926)
(967)
5,420
(110)
4,484
(75)
13
17
13
19
191
20
16
4
21
(47)
2,633
239
2,872
2,552
11
2,563
5,435
(933)
4,502
(73)
14
18
14
19
191
20
17
1
20
(51)
5,310
4,409
20
4,429
20
(3,203)
(43)
(142)
1,922
31
1,953
1,319
188
(2,668)
(1,161)
792
(791)
(61)
(107)
3,450
(569)
2,881
1,142
–
–
1,142
4,023
(305)
30
(33)
(44)
105
(32)
15
n/a
n/a
(202)
(80)
(796)
(61)
(106)
3,466
(570)
2,896
1,092
–
–
1,092
3,988
(302)
30
(34)
(45)
105
(33)
21
n/a
n/a
(206)
(80)
Actual exchange rate
Constant exchange rate
2019 cents
2018 cents
Change %
2018 cents
Change %
Basic earnings per share based on adjusted operating profit
after tax from continuing operations
175.0
145.2
21
146.0
20
Basic earnings per share based on:
Total profit after tax from continuing operations
Total (loss) profit after tax from discontinued operations
75.1
(44.8)
111.7
44.3
(33)
(201)
112.5
42.4
(33)
(206)
36
Prudential plc Annual Report 2019
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Group capital position
Following the demerger of M&G plc from
Prudential plc, the Hong Kong Insurance
Authority (IA) is now the Group-wide
supervisor for the Prudential Group.
Ultimately, the Group will become subject
to the Group-wide Supervision (GWS)
Framework which is currently under
development by the Hong Kong IA for
the industry and is expected to be finalised
in the second half of 2020. Until it comes
into force, Prudential is applying the local
capital summation method (LCSM) that
has been agreed with the Hong Kong IA
to determine Group regulatory capital
requirements.
At 31 December 2019, the Group’s LCSM
surplus over the Group minimum capital
requirement (GMCR) was estimated at
$9.5 billion on a shareholder basis6,
equivalent to a solvency ratio of
309 per cent, and compares with a
like-for-like position at 31 December 2018
of $9.7 billion and ratio of 356 per cent.
The high quality and recurring nature of the
Group’s operating capital generation and
disciplined approach to managing balance
sheet risk is evident from the $2.5 billion
of in-force capital generation in the period,
which supported $0.6 billion of investment
in new business (on an LCSM basis),
inorganic investment in Asia along with
external dividends. The movement in
LCSM surplus also includes demerger
and other capital related items. More
information is set out in note I(i) of the
Additional unaudited financial information.
The Group’s LCSM position is resilient to
external macro movements as
demonstrated by the sensitivity disclosure
contained in note I(i) of the Additional
unaudited financial information, alongside
further information on the basis of
calculation of the LCSM measure.
The Group is no longer subject to
Solvency II capital requirements nor
regulated by the Bank of England.
Estimated Group LCSM capital position6
Available capital ($ billion)
Group minimum capital requirement (GMCR) ($ billion)
LCSM surplus (over GMCR) ($ billion)
LCSM ratio (over GMCR) (%)
31 December 2019
31 December 2018†
Total
Shareholder*
Total
Shareholder*
33.1
9.5
23.6
348%
14.0
4.5
9.5
309%
27.0
7.6
19.4
355%
13.5
3.8
9.7
356%
* The shareholder LCSM amounts exclude the available capital and minimum capital requirements of the participating business in Hong Kong, Singapore and Malaysia.
† Excludes M&G plc and includes $3.7 billion of subordinated debt issued by Prudential plc that was transferred to M&G plc on 18 October 2019.
Financing and liquidity
Net core structural borrowings of shareholder-financed businesses7
Subordinated debt substituted to M&G plc
in 2019
Other core structural borrowings
Total borrowings of shareholder-financed
businesses
Less: holding company cash and short-term
investments
Net core structural borrowings of shareholder-
financed businesses
Gearing ratio*
31 December 2019 $m
31 December 2018 $m
IFRS
basis
–
5,594
5,594
Mark-to-
market
value
–
633
633
EEV
basis
–
6,227
IFRS
basis
3,718
6,043
6,227
9,761
(2,207)
–
(2,207)
(4,121)
3,387
15%
633
4,020
5,640
20%
Mark-to-
market
value
82
151
233
–
233
EEV
basis
3,800
6,194
9,994
(4,121)
5,873
* Net core structural borrowings as proportion of IFRS shareholders’ funds plus net debt, as set out in note II of the Additional unaudited financial information.
The total borrowings of the shareholder-
financed businesses decreased by
$(4.2) billion, from $9.8 billion to $5.6 billion
in 2019. This reflected the substitution of
$4,161 million Tier 2 subordinated notes to
M&G plc as part of the demerger (including
£300 million 3.875 per cent Tier 2
subordinated notes issued in July 2019),
and the redemption of £400 million
11.375 per cent Tier 2 subordinated notes
in May 2019. The Group had central cash
resources of $2.2 billion at 31 December
2019 (31 December 2018: $4.1 billion),
resulting in net core structural borrowings
of the shareholder-financed businesses of
$3.4 billion at end 2019 (2018: $5.6 billion).
In addition to its net core structural
borrowings of shareholder-financed
businesses set out above, the Group has
access to funding via the medium-term
note programme, the US shelf programme
(the platform for issuance of SEC registered
bonds in the US market), a commercial
paper programme and committed
revolving credit facilities. All of these are
available for general corporate purposes.
Prudential plc has maintained a consistent
presence as an issuer in the commercial
paper market for the past decade and had
$520 million in issue at the year end (2018:
$601 million).
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Prudential plc Annual Report 2019
37
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE
CONTINUED
As at 31 December 2019, the Group had a
total of £2.0 billion of undrawn committed
facilities, expiring in 2024. Apart from small
drawdowns to test the process, these
facilities have never been drawn, and there
were no amounts outstanding at
31 December 2019.
In addition to the Group’s traditional sources
of liquidity and financing, Jackson also has
access to funding via the Federal Home Loan
Bank of Indianapolis with advances secured
against collateral posted by Jackson. Given
the wide range of Jackson’s product set and
breadth of its customer base including retail,
corporate and institutional clients, further
sources of liquidity also include premiums
and deposits.
Cash remittances
Holding company cash flow7
Prudential plc seeks to maintain its financial
strength rating which derives, in part, from
the high level of financial flexibility to issue
debt and equity instruments which is
intended to be maintained and enhanced
in the future.
From continuing operations
Asia
US
Other UK (including Prudential Capital)
Total net cash remitted from continuing operations
From discontinued operations
M&G plc
Net cash remitted by business units
Central outflows
Dividends paid
Other movements
Total holding company cash flow
Cash and short-term investments at beginning of year
Foreign exchange movements
Cash and short-term investments at end of year
Actual exchange rate
2019* $m
2018* $m
Change %
4
13
(88)
3
(19)
(5)
950
509
6
1,465
684
2,149
(522)
(1,634)
(1,999)
(2,006)
4,121
92
2,207
916
452
49
1,417
842
2,259
(572)
(1,662)
1,153
1,178
3,063
(120)
4,121
* The holding company cash flow describes the movement in the cash and short-term investments of the centrally managed group holding companies.
As highlighted in my report for the first
half of 2019, holding company cash was
expected to reduce in the second half of
2019. Cash and short-term investments
totalled $2.2 billion at the end of the year
(2018: $4.1 billion on an actual exchange
rate basis), commensurate with the
reduced size of the Group post-demerger.
The Group will seek to manage its financial
condition such that it has sufficient
resources available to provide a buffer to
support the retained businesses in stress
scenarios and to provide liquidity to service
central outflows.
Cash remitted to the Group from
continuing operations in 2019 amounted to
$1,465 million, included $950 million from
Asia and $509 million from the US. In
addition, $684 million of remittances were
received pre-demerger from M&G plc
(excluding the $3,841 million pre-
demerger dividend used to offset the
payment due to M&G plc in return for the
substitution of debt).
During 2019, the Group’s holding company
cash flow was managed in sterling and
significant remittances were hedged and
recorded on that basis. Growth rates are
therefore distorted by the onwards
translation into US dollars for presentation
purposes. If local currency remittances in
Asia had been translated directly into
US dollars8, then the growth rate in Asia
remittances year-on-year would have been
8 per cent (compared with 4 per cent
shown in the table above). The dividend
paid by the US in 2019 was $525 million
(2018: $450 million). From 1 January 2020,
holding company cash flow will be
managed in US dollars and no such
distortions will occur.
Cash remittances were used to meet
central costs of $(522) million, pay
dividends of $(1,634) million and meet
other expenditure of $(1,999) million.
Corporate expenditure includes net
interest paid of $(527) million of which
$(231) million relates to that expended
on debt substituted to M&G plc.
Corporate expenditure is net of receipts
of $265 million in 2019 from tax received.
The level of tax receipts is expected to
decline sharply in 2020, and then is not
expected to recur going forward given the
demerger of UK operations and the level
of UK income which can be used to offset
central UK expenditure.
Other expenditure of $(1,999) million
relates to amounts paid in connection
with the demerger and other corporate
transactions in the year, including the
redemption of subordinated debt in the
first half of 2019. Further information is
contained in note I(iii) of the Additional
unaudited financial information.
38
Prudential plc Annual Report 2019
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Shareholders’ funds
IFRS
EEV
2019 $m
2018 $m
2019 $m
2018 $m
Adjusted operating profit after tax and non-controlling interests
from continuing operations9
4,528
3,739
6,896
7,862
Profit after tax for the year9
Exchange movements, net of related tax
Unrealised gains and losses on US fixed income securities classified as
available-for-sale
Demerger dividend in specie of M&G plc
Other dividends
Mark-to-market value movements on Jackson assets backing surplus
and required capital
Other
Net increase (decrease) in shareholders’ funds
Shareholders’ funds at beginning of the year
Shareholders’ funds at end of the year
Shareholders’ value per share10,11
783
2,943
2,679
(7,379)
(1,634)
–
117
(2,491)
21,968
19,477
749¢
4,019
(714)
(1,446)
–
(1,662)
–
9
206
21,762
21,968
847¢
(645)
666
–
(7,379)
(1,634)
206
95
(8,691)
63,402
54,711
2,103¢
6,122
(1,574)
–
–
(1,662)
(127)
176
2,935
60,467
63,402
2,445¢
Group IFRS shareholders’ funds in the
12 months to 31 December 2019
decreased by 11 per cent to $19.5 billion
(31 December 2018: $22.0 billion on an
actual exchange rate basis) principally
as a result of the demerger of M&G plc
which reduced shareholders’ funds by
$(7.4) billion. Excluding this effect,
shareholders’ funds increased by
$4.9 billion primarily as a result of profit
after tax from continuing businesses of
$1.9 billion, profit generated by M&G plc
up to the date of demerger of $1.3 billion
and unrealised gains on fixed income
securities of Jackson of $2.7 billion
following a decrease in US long-term
interest rates. These amounts were
offset by dividends paid in the year
of $(1.6) billion.
The total return from continuing operations
(including other comprehensive income)
on Group’s closing shareholders’ funds for
the year was 27 per cent12, after excluding
items arising from the demerger of
$528 million (being costs of undertaking
the demerger and interest). The demerger
alters the size of the Group’s shareholders’
equity and the nature of its operations,
rendering a comparison with the prior year
return on shareholders’ funds value
unrepresentative.
The Group’s EEV basis shareholders’ funds
at 31 December 2019 was $54.7 billion.
This compares with $46.1 billion at
31 December 2018 if the $17.3 billion in
respect of the UK & Europe operations is
excluded. The growth over the year is
primarily driven by EEV profit from
continuing operations of $4.2 billion, total
inter-group dividends from M&G plc in the
period before demerger of $5.5 billion less
external dividends of $(1.6) billion. On a
per share basis, the Group’s embedded
value at 31 December 2019 equated to
2,103 cents. More information on the
Group’s EEV results are included in the
segmental detail that follows.
Free surplus generation from
continuing operations13
Free surplus generation is the financial
metric we use to measure the internal cash
generation of our business operations and
is based (with adjustments) on the capital
regimes that apply locally in the various
jurisdictions in which the Group operates.
For life insurance operations, it represents
amounts emerging from the in-force
business during the year, net of amounts
reinvested in writing new business. For
asset management businesses, it equates
to post-tax adjusted operating profit for
the year.
Operating free surplus generated from
continuing operations before the
adjustments to reflect hedge modelling
changes and restructuring costs increased
to $3.8 billion (2018: $3.5 billion1). This was
after $(1,158) million of investment in new
business (2018: $(946) million1).
Asia operating free surplus generation14
increased by 13 per cent to $1,772 million
in line with business growth, higher asset
management earnings and stable levels
of new business investment.
US operating free surplus generation
before the 2019 hedge modelling changes
was $2,028 million (2018: $1,895 million)
with the increase from in-force business,
including a one-off benefit from the
integration of the John Hancock business,
offset by higher new business investment.
As part of the implementation of the
NAIC’s changes to the US statutory reserve
and capital framework enhancements were
made to the model used to allow for
hedging within US statutory reporting. As
a consequence, the Group has chosen to
utilise this new model within its EEV results,
resulting in a $3.2 billion reduction in
Jackson’s EEV at the start of the year and a
subsequent fall in operating free surplus of
$(903) million from a lower expected
transfer to net worth. Further information
is included in the US segmental discussion
and in the EEV basis results. After allowing
for this effect and restructuring costs,
operating free surplus generation for the
Group was down 16 per cent to
$2,861 million.
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Prudential plc Annual Report 2019
39
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE
CONTINUED
Analysis of movement in free surplus for insurance and asset management operations13
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
10
25
10
n/a
(16)
3,462
(47)
3,415
–
3,415
10
23
10
n/a
(16)
Operating free surplus generated before restructuring costs
and US EEV hedge modelling enhancements
Restructuring costs
Operating free surplus generated before US EEV hedge
modelling enhancements
Impact of 2019 US EEV hedge modelling enhancements
Operating free surplus generated
Non-operating (loss) profit
Net cash flows paid to parent company
Foreign exchange movements on foreign operations, timing
differences and other items
Total movement in free surplus from continuing operations
Free surplus at 1 January from continuing operations
Free surplus at 31 December from continuing operations
Analysis of operating free surplus generated from in-force life
business and asset management before restructuring costs
and US EEV hedge modelling enhancements
3,800
(36)
3,764
(903)
2,861
(568)
(1,475)
(172)
646
5,351
5,997
3,458
(48)
3,410
–
3,410
(1,649)
(1,368)
(991)
(598)
5,949
5,351
Asia
US
Total
1,772
2,028
3,800
1,563
1,895
3,458
13
7
10
1,567
1,895
3,462
13
7
10
This policy is expected to result, over the
medium term, in future central outflows, ie
dividends, debt interest costs and other
central expenses (including central
payments for bancassurance distribution
agreements and restructuring costs) net
of tax recoverables, being covered by
remittances from business units.
The Board intends to maintain the Group’s
existing formulaic approach to first interim
dividends, which are calculated as one-third
of the previous year’s full-year dividend.
Dividend
The Board has approved a 2019 second
interim ordinary dividend of 25.97 cents
per share, equivalent to the 19.60 pence
per share previously indicated in the
demerger Circular.
The Board considers dividends to be an
important component of total shareholder
return and adopted a progressive dividend
policy for the Group following the
demerger. The level of dividend growth
will be determined after taking into account
the Group’s capital generation capacity,
financial prospects and investment
opportunities, as well as market conditions.
The Group’s 2020 dividend under the new
progressive dividend policy will be
determined from a 2019 US dollar base
of $958 million15 (36.84 cents per share),
equivalent to the circa £750 million
previously disclosed in the Circular.
40
Prudential plc Annual Report 2019
prudentialplc.com
Asia
Operational and financial highlights
Our 2019 Asia financial results reflect the
benefits of our diverse and well-positioned
portfolio across the Asia region, the
resilience of the longer-term growth drivers
in these markets, our long-held
prioritisation of high quality, recurring
premium life insurance business and
focused execution on our key strategic
priorities.
This is reflected in diversified growth, with
10 markets expanding new business profit
and our Asia ex-Hong Kong businesses
growing new business profit by
29 per cent. Our earnings continue to be
supported by high quality drivers with a
14 per cent increase in insurance margin,
underpinned by our protection
propositions for customers, alongside
18 per cent growth in asset management
earnings, helped by a 15 per cent increase
in average funds under management.
This led to a 14 per cent increase in overall
Asia adjusted operating profit with eight
insurance markets delivering double-digit
growth. These drivers are also reflected in
the EEV operating profit of $6,138 million
(2018: $6,052 million1), driving a
23 per cent increase in embedded value
to $39.2 billion. At the same time, a
13 per cent increase in operating free
surplus generation14 supported a higher
cash remittance of $950 million for the year.
New business profit
Adjusted operating profit*
EEV operating profit*
Operating free surplus generation*
* Before restructuring costs
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
3,522
3,276
6,138
1,772
3,477
2,888
6,070
1,563
1
13
1
13
3,460
2,872
6,052
1,567
2
14
1
13
New business performance
Life EEV new business profit and APE new business sales (APE sales)
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
APE
sales
New
business
profit
APE
sales
New
business
profit
APE
sales
New
business
profit
APE
sales
New
business
profit
APE
sales
New
business
profit
2,016
590
390
2,165
5,161
2,042
262
227
991
3,522
2,266
403
315
2,015
4,999
2,309
199
163
806
3,477
(11)
46
24
7
3
(12)
32
39
23
1
2,268
386
316
1,989
4,959
2,310
190
163
797
3,460
(11)
53
23
9
4
(12)
38
39
24
2
3,145
1,480
2,733
1,168
15
27
2,691
1,150
17
29
Hong Kong
China JV
Indonesia
Other life insurance markets
Total Asia
Total Asia excluding
Hong Kong
Total new business margin
68%
70%
70%
Life insurance new business APE sales
increased by 4 per cent to $5,161 million
and related new business profit
increased by 2 per cent with eight markets
achieving double-digit growth in new
business profit.
Lower levels of APE sales and new business
profit in Hong Kong (down 11 and
12 per cent respectively) were more than
offset by higher overall APE sales and new
business profit in markets outside Hong
Kong (up 17 and 29 per cent respectively).
Our Asia ex-Hong Kong businesses
accelerated strongly, as new APE sales
growth steadily increased throughout the
year, with 11 per cent growth in the first
quarter rising to 26 per cent growth in the
fourth quarter.
We continue to favour health and
protection products due to their resilience
to market cycles and superior margins.
Collectively, such products achieved new
business profit growth of more than
20 per cent outside Hong Kong and
produced 67 per cent of our overall Asia
new business profit in 2019. This also
contributed to our high mix of regular
premiums, which comprised 93 per cent
of our APE sales in 2019.
Our partnerships also made encouraging
progress last year. The bancassurance
channel achieved APE sales growth of
14 per cent, with particularly strong
performances in our China joint venture
and Vietnam and 24 per cent growth from
UOB following the renewal of the strategic
partnership at the beginning of the year.
In Hong Kong, our domestic business was
resilient with new product launches and
focused management actions leading to an
8 per cent increase in local APE sales. This
was supported by strong take-up of our
new qualified deferred annuity product
which accounted for 11 per cent of our
Hong Kong APE sales since its launch on
1 April 2019 as well as our VHIS plans, both
of which are eligible for tax incentives that
were newly introduced by the government.
Our Hong Kong life insurance business
serves the health and savings needs of
both domestic as well as visiting mainland
Chinese consumers. The social unrest
drove a decline in mainland Chinese
visitors in the second half of 2019 inhibiting
sales to this segment which led to a
41 per cent reduction in related APE sales
compared with the second half of 2018,
and to a 21 per cent reduction in APE sales
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Prudential plc Annual Report 2019
41
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
GROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE
CONTINUED
over the year as a whole. Overall Hong
Kong APE sales and new business profit
were 11 and 12 per cent lower respectively.
In our China JV, APE sales were
53 per cent higher at $590 million. This
growth reflects a strong performance by
both our agency and bancassurance
channels with the latter reflecting the
success of our strategy to drive increased
branch activation. Higher volumes helped
deliver an increase in new business profit
by 38 per cent.
In Indonesia, the benefits of a recent
restructuring of our agency channel and
successful new product launches
supported a 23 per cent increase in APE
sales and this growth accelerated to
41 per cent in the second half from
4 per cent in the first half. The 39 per cent
increase in new business profit reflected
the benefit of increased volumes, as well
as operational improvements from new
product launches in the year.
The broad-based performance of our other
life insurance markets led to a 9 per cent
increase in related new sales, with
particularly strong growth in the
Philippines (34 per cent higher), while
shifting towards higher-margin health
and protection products. The 24 per cent
increase in new business profit
contribution from our other life markets
is driven by higher new sales volumes,
favourable assumption changes and
modelling enhancements.
EEV basis results
New business profit
Business in force
Operating profit from long-term business
Asset management
Operating profit from long-term business and asset
management before restructuring costs
Restructuring costs
Non-operating profit (loss)
Profit for the year
Other movements
Net increase (decrease) in embedded value
Embedded value at 1 January
Embedded value at 31 December
% New business profit/closing embedded value
% Operating profit/closing embedded value
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
1
(1)
1
18
1
(24)
259
68
3,460
2,383
5,843
209
6,052
(24)
(1,232)
4,796
2
(1)
1
20
1
(29)
259
68
3,522
2,366
5,888
250
6,138
(31)
1,962
8,069
3,477
2,381
5,858
212
6,070
(25)
(1,235)
4,810
(842)
(1,681)
7,227
32,008
39,235
9%
16%
3,129
28,879
32,008
11%
19%
Asia EEV operating profit increased
marginally compared with the prior period
to $6,138 million (2018: $6,052 million1),
driven by the 2 per cent increase in life new
business profit, balanced by a 1 per cent
reduction in the contribution from in-force
life business.
The development of the in-force life result
of $2,366 million (2018: $2,383 million1)
reflects a 4 per cent reduction in the
expected return, partly offset by higher,
favourable operating assumption changes
and experience development. Under our
active EEV assumption framework, the
lower expected return is a function of lower
period end interest rates leading to lower
period end risk discount rates. These lower
risk discount rates are applied to the
opening embedded value in this analysis,
and result in a lower expected return
compared with the prior period, only
partly offset by a higher starting embedded
value position. Operating assumption and
experience developments were positive
at $824 million (2018: $769 million1) and
are driven by favourable persistency and
mortality/morbidity effects among other
factors, and again reflect the high quality
of our in-force life business.
Overall Asia segment embedded value
increased by 23 per cent to $39.2 billion
(2018: $32.0 billion). Of this, $37.8 billion
(2018: $31.0 billion) relates to the value of
the long-term business. The remainder
represents Asia asset management and
goodwill which are carried at IFRS net asset
value under the EEV framework.
The asset management segment operating
profit after tax increased by 20 per cent to
$250 million (2018: $209 million1), which is
discussed in more detail below.
Non-operating profit was $1,962 million
(2018: $(1,232) million1), mainly reflecting
higher than assumed equity and fixed
income returns in the period, partly offset
by the effect of lower period end interest
rates leading to a reduction in future
assumed investment returns, among
other factors.
42
Prudential plc Annual Report 2019
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Asia analysis of movement in free surplus13
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
Operating free surplus generated from in-force life business
and asset management before restructuring costs
Investment in new business
Operating free surplus generated before
restructuring costs
Restructuring costs
Operating free surplus generated
Non-operating (loss) profit
Net cash flows to parent company
Foreign exchange movements on foreign operations,
timing differences and other items
Total movement in free surplus
Free surplus at 1 January
Free surplus at 31 December
2,391
(619)
1,772
(31)
1,741
1,195
(950)
(357)
1,629
2,591
4,220
2,215
(652)
1,563
(25)
1,538
(525)
(916)
(847)
(750)
3,341
2,591
Overall Asia operating free surplus
generated14, after investment in new
business, was $1,772 million, an increase
of 13 per cent compared with the prior
period, driven by higher in-force
generation and a lower level of investment
in new business. The 8 per cent increase in
the in-force return reflects growth in the
in-force life portfolio, favourable operating
experience effects and strong growth in
asset management earnings, which more
than offsets less favourable economic
effects. The level of investment in new
business reduced by 4 per cent, despite
higher new sales, and reflects the net
impact of assumption changes and various
country and business mix effects. In turn,
this growth in operating free surplus
generation supported an increased net
cash remittance of $950 million for the year
(2018: $916 million). Non-operating profit
of $1,195 million mainly relates to the net
effect of bond and equity gains across
most Asia markets.
Local statutory capital
We maintained a resilient balance sheet
with a robust shareholder LCSM surplus
of $4.7 billion and coverage ratio of
253 per cent at 31 December 2019
(31 December 2018: $3.6 billion and
244 per cent) supported by our expertise
in risk management and a conservative
approach to credit risk. We seek to
safeguard our business from market
volatility through our strong focus on
protection products and our prudent asset
and liability management strategy, which
continues to be well-matched by both
currency and duration. This is
demonstrated by the relatively low
sensitivity of our new business profit and
our embedded value to a wide range of
capital market fluctuations.
8
5
13
(24)
13
2,213
(646)
1,567
(24)
1,543
8
4
13
(29)
13
IFRS earnings
Overall, Asia adjusted operating profit
increased by 14 per cent to $3,276 million,
with life insurance earnings up 14 per cent
and asset management earnings up
18 per cent. Our Asia life insurance
earnings growth is broad-based and at
scale, reflecting the benefits of our focus
on high quality recurring premium business
and well diversified business portfolio.
86 per cent16 of our total life income
(excluding other income described below)
arises from insurance margin and fee
income, again supporting stable profit
progression across market cycles.
Overall, eight insurance markets reported
double-digit growth, with five delivering
growth of 20 per cent or more. Six markets
delivered annual adjusted operating profit
of above $200 million and three in the
region of $500 million or higher. At a
market level, highlights include Hong Kong
(up 24 per cent) driven by the high quality
of its in-force growth, China JV (up
20 per cent), Vietnam (up 20 per cent) and
the Philippines (up 26 per cent). Adjusted
operating profit in Indonesia of $540 million
remains at a high level, but was 3 per cent
below the prior period.
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Prudential plc Annual Report 2019
43
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE
CONTINUED
Profit margin analysis of Asia long-term insurance and asset management operations17
Actual exchange rate
Constant exchange rate
2019
2018
2018
Spread income
Fee income
With-profits
Insurance margin
Other income
Total life income
Expenses:
Acquisition costs
Administration expenses
DAC adjustments
Share of related tax charges from joint ventures
and associates
Long-term insurance business pre-tax
adjusted operating profit
Eastspring
Adjusted operating profit from long-term
business and asset management before
restructuring costs
Tax charge
Adjusted operating profit after tax for the
year before restructuring costs
Non-operating profit after tax
Profit for the year after tax before
restructuring costs
$m
321
286
107
2,244
3,229
6,187
(2,156)
(1,437)
430
(31)
2,993
283
3,276
(436)
2,840
885
3,725
Margin
bps
108
105
18
(42)%
(252)
$m
310
280
95
1,978
2,982
5,645
(2,007)
(1,374)
435
(53)
2,646
242
2,888
(411)
2,477
(662)
1,815
Our earnings continue to be based on
high-quality drivers. The overall
14 per cent growth in Asia life insurance
adjusted operating profit to $2,993 million
(2018: $2,633 million1) was driven
principally by 14 per cent growth in
insurance margin related revenues and
reflects our ongoing focus on recurring
premium health and protection products,
and the associated continued growth of
our in-force business. Renewal premiums10,
reflecting the long-term nature of our
insurance business, grew 12 per cent.
Fee income increased by three per cent,
broadly in line with the increase in average
unit-linked liabilities, while spread income
rose by five per cent given changes in
product and geographical mix and lower
interest rates in the period.
With-profits earnings relate principally
to the shareholders’ share in bonuses
declared to policyholders. As these
bonuses are typically weighted to the end
of a contract, under IFRS, with-profit
earnings consequently emerge only
gradually over time. The 14 per cent
growth in with-profits earnings reflects
the ongoing growth in these portfolios.
Other income primarily represents
amounts deducted from premiums to cover
acquisition costs and administration
expenses. As such, the 9 per cent increase
in margin on revenues largely reflects
ongoing business growth and the
associated continued growth in overall
premiums received. Acquisition costs
borne by shareholders increased by
8 per cent in relation to a 4 per cent
Margin
bps
125
106
20
(40)%
(269)
Margin
bps
124
106
20
(40)%
(268)
$m
305
277
94
1,966
2,962
5,604
(1,991)
(1,359)
430
(51)
2,633
239
2,872
(408)
2,464
(665)
1,799
increase in overall APE sales. The ratio
of shareholder acquisition costs to
shareholder related APE sales (excluding
with-profits related sales) reduced to
66 per cent (2018: 69 per cent on an actual
exchange rate) as a result of changes in
product mix. Administration expenses,
including renewal commissions, increased
by 6 per cent reflecting ongoing business
growth.
44
Prudential plc Annual Report 2019
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Asset management
Total external net flows
External funds under management ($bn)
Internal funds under management ($bn)
Total funds under management ($bn)
Analysis of adjusted operating profit
Retail operating income
Institutional operating income
Operating income before performance-related fees
Performance-related fees
Operating income (net of commission)
Operating expense
Group’s share of tax on joint ventures’ adjusted operating profit
Adjusted operating profit
Adjusted operating profit post-tax
Average funds managed by Eastspring
Margin based on operating income
Cost/income ratio10
Eastspring delivered a strong performance
in 2019 reflecting positive operating
momentum and the benefit of recent
acquisitions. Overall funds under
management of $241.1 billion and adjusted
operating profit of $283 million, are at
record levels.
The increase in external funds under
management to $124.7 billion (2018:
$77.8 billion) reflected $8.9 billion18 (2018:
$(2.1) billion18) in positive third-party net
flows, favourable market performance and
$7.5 billion from the TFUND acquisition in
December 2019. In addition, following the
demerger of M&G plc, $26.7 billion of
M&G related assets have been reclassified
to external from internal funds under
management.
Third party net inflows were positive in both
retail and institutional products and across
both equity and fixed income funds,
reflecting the benefit of new products and
mandates. Overall funds under
management were also supported by
continued positive internal net flows
resulting in total funds under management
of $241.1 billion at year end (2018:
$192.7 billion on an actual exchange
rate basis).
Actual exchange rate
2019 $m
2018 $m
Change %
8,909
(2,118)
n/a
124.7
116.4
241.1
77.8
114.9
192.7
392
244
636
12
648
(329)
(36)
283
250
336
230
566
23
589
(311)
(36)
242
212
60
1
25
17
6
12
(48)
10
(6)
–
17
18
$214.0bn
30bps
52%
$186.3bn
30bps
55%
15
–
(3) ppts
An increase in average funds managed
by Eastspring of 15 per cent2 resulted
in adjusted operating profit rising by
18 per cent (up 17 per cent on an actual
exchange rate basis) to $283 million
and growth in operating income of
10 per cent2. Disciplined cost management
has led to an improvement in its cost-
income ratio10 to 52 per cent (2018:
55 per cent on an actual exchange rate
basis), with operating expenses increasing
at a slower rate of 8 per cent (6 per cent
on an actual exchange rate basis).
Return on segment equity
Asia return on closing IFRS shareholders’ funds
Operating return on closing shareholders’ funds (%)
Total comprehensive return on closing shareholders’ funds (%)
2019
26
36
2018
30
20
The benefit of our focus on profitable and capital efficient health and protection, with-profit and asset management businesses is evident
in the attractive 26 per cent (2018: 30 per cent) return delivered on closing segment equity over 2019.
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Prudential plc Annual Report 2019
45
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
United States
Operational and financial highlights
The financial performance of the US business in the period reflects the impact of the execution of the first steps of its strategic
diversification together with the varying financial effects of strong US equity market performance and lower interest rates in the period.
We have decided to adopt early as at 31 December 2019 the new National Association of Insurance Commissioners (NAIC) capital rules
related to variable annuities and have made consequential updates to our EEV basis results. All of the results below reflect the whole US
segment, except for the discussion on local statutory capital which covers Jackson National Life only.
New business profit
Adjusted operating profit*
EEV operating profit*
Jackson RBC ratio (%)
* Before restructuring costs
New business performance
Life EEV new business profit and APE new business sales (APE sales)
Variable annuities
Elite Access (variable annuity)
Fixed annuities
Fixed index annuities
Wholesale
Total APE sales
% APE variable annuities
% APE other products
Total new business profit
New business margin
2019 $m
2018 $m
Change %
883
3,070
1,782
366
1,230
2,563
2,828
458
(28)
20
(37)
(92) ppts
2019 $m
2018 $m
Change %
1,270
200
119
382
252
2,223
66
34
883
40%
1,443
225
46
33
312
2,059
81
19
1,230
60%
(12)
(11)
159
1,058
(19)
8
(15)
15
(28)
Overall new US APE sales increased to $2,223 million (2018: $2,059 million), with the proportion of general account products (fixed
annuities, fixed index annuities and wholesale business) at 34 per cent (2018: 19 per cent) of new sales reflecting our intention to
diversify our product mix over time to balance the overall risk profile of Jackson better. This was supported by new product launches and
additional distribution initiatives. New business profit was lower at $883 million (2018: $1,230 million). Of this $(347) million reduction,
$(155) million is a result of lower interest rates and other changes in economic assumptions compared with the prior period. The
remainder reflects the change in product mix and other assumption change impacts.
Movement in policyholder liabilities
At 1 January
Premiums
Surrenders
Maturities/deaths
Net flows
Addition for closed block of group pay-out annuities in the US
Transfers from general to separate account
Investment-related items and other movements
2019 $m
2018 $m
Separate
account
liabilities
General
account and
other liabilities
Separate
account
liabilities
General
account and
other liabilities
163,301
12,776
(12,767)
(1,564)
(1,555)
–
951
32,373
73,079
8,200
(4,575)
(1,823)
1,802
–
(951)
549
176,578
14,646
(11,746)
(1,449)
1,451
–
708
(15,436)
67,905
3,967
(4,465)
(1,238)
(1,736)
5,532
(708)
2,086
At 31 December
195,070
74,479
163,301
73,079
Overall US net flows were $0.2 billion over the year (2018: $(0.3) billion). Separate account net flows were negative at $(1.6) billion (2018:
positive $1.5 billion), reflecting lower new sales of variable annuities in the period and expected higher levels of surrenders as the in-force
book develops. Investment related movements reflect favourable investment performance driven by strong capital market returns.
General account net flows were $1.8 billion (2018: $(1.7) billion), driven by higher new sales in the period. Total year-end policyholder
liabilities were $269.5 billion (2018: $236.4 billion), with separate account liabilities at $195.1 billion and general account and other
liabilities at $74.5 billion.
46
Prudential plc Annual Report 2019
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GROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE CONTINUEDIFRS earnings
Profit margin analysis of US long-term insurance and asset management operations17
2019
2018
Spread income
Fee income
Insurance margin
Other income
Total life income
Expenses:
Acquisition costs
Administration expenses
DAC adjustments
Long-term insurance business pre-tax adjusted operating profit
Asset management
Adjusted operating profit from long-term business and asset
management before restructuring costs
Tax charge
Adjusted operating profit after tax for the year before
restructuring costs
Non-operating profit after tax
(Loss) profit for the year after tax before restructuring costs
Margin
bps
155
183
(49)%
(69)
$m
642
3,292
1,317
26
5,277
(1,074)
(1,675)
510
3,038
32
3,070
(437)
2,633
(3,013)
(380)
Margin
bps
112
182
(48)%
(68)
$m
778
3,265
1,267
14
5,324
(1,013)
(1,607)
(152)
2,552
11
2,563
(402)
2,161
(179)
1,982
Adjusted operating profit
US long-term adjusted operating profit was
$3,038 million (2018: $2,552 million), and
reflects the benefit of favourable market-
related DAC adjustments in the period
compared with unfavourable DAC
adjustments in the prior period.
Fee income was marginally higher compared
with the prior period, with the benefit of
a 2 per cent increase in average separate
account balances largely offset by a
modest decline in the average fee margin17.
Spread income declined to $642 million
(2018: $778 million) reflecting the
combination of lower core spread income
and lower income derived from swaps held
for duration management purposes. The
development of the core spread income
was driven by the effect of lower invested
asset yields and the full consolidation of
the assets acquired with the John Hancock
transaction towards the end of 2018,
resulting in a reduction in the spread margin
to 112 basis points (2018: 155 basis points).
Insurance margin primarily represents
income from variable annuity guarantees
and profits from legacy life businesses. This
increased by 4 per cent to $1,317 million
(2018: $1,267 million) mainly as a result of
higher income from variable annuity
guarantees.
Acquisition costs increased by 6 per cent,
broadly in line with the 8 per cent increase
in new APE sales. Administrative expenses
increased from $(1,607) million in 2018
to $(1,675) million in 2019, primarily as a
result of higher asset-based commissions.
Excluding these asset-based commissions,
the resulting administration expense
ratio would be 33 basis points (2018:
34 basis points).
DAC adjustments, being the cost deferred
on sales in the period net of amortisation of
amounts deferred previously, of $510 million
(2018: $(152) million) were favourable
compared with the prior period, in part due
to higher sales in the period. Over 2019,
strong capital market returns resulted in a
separate account investment performance
materially in excess of that assumed within
the DAC mean reversion formula which led
to a favourable DAC deceleration effect of
$280 million (2018: unfavourable DAC
acceleration effect of $(259) million).
Non-operating items
The non-operating result was negative
$(3,795) million pre-tax (2018: negative
$(241) million pre-tax) and contributed
to a net loss after tax of $(380) million
(2018: net income $1,982 million).
In the US, Jackson provides certain
guarantees on its annuity products, the
value of which would typically rise when
equity markets fall and long-term interest
rates decline. Jackson charges fees for
these guarantees which are in turn used to
purchase downside protection, in particular
options and futures to mitigate the effect of
equity market falls. Under IFRS, accounting
for the movement in the valuation of these
derivatives, which are all fair valued, is
asymmetrical to the movement in
guarantee liabilities, which are not fair
valued in all cases. Jackson designs its
hedge programme to protect the
economics of the business from large
movements in investment markets and
accepts the variability in accounting results.
Non-operating losses of $(3,795) million in
the year mainly reflect the effect of lower
interest rates on guarantee liabilities and the
impact of higher equity markets on both
guarantee liabilities and associated
derivatives given that the S&P 500 index
ended the year 28.9 per cent higher than
at the start of the year. While the resulting
negative mark-to-market movements on
these hedging instruments are recorded
in the current year, the related increases in
fee income that arise from the higher asset
values managed, will be recognised and
reported in future years.
In addition to the effects seen above,
falling interest rates resulted in gains of
$2.7 billion being recognised outside the
income statement on bonds held by
Jackson’s general account. In total,
Jackson’s segment shareholders’ funds
increased to $8,929 million (2018:
$7,163 million).
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47
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information2019 $m
2018 $m
Change %
(28)
(45)
(38)
525
(37)
78
(124)
(282)
883
874
1,757
25
1,782
(5)
(3,802)
(2,025)
(342)
(2,367)
18,709
16,342
5%
11%
1,230
1,594
2,824
4
2,828
(23)
(1,695)
1,110
(654)
456
18,253
18,709
7%
15%
Economic assumption changes of
$(1,201) million largely reflect the impact
of lower interest rates in the period on the
projected future fund growth rates for the
variable annuity business. These projected
lower growth rates reduce the expected
growth in fund values for policyholders
and hence the expected profitability for
shareholders.
Overall segment embedded value ended
the year at $16.3 billion (2018:
$18.7 billion).
EEV basis results
New business profit
Business in force
Operating profit from long-term business
Asset management
Operating profit from long-term business and asset management before
restructuring costs
Restructuring costs
Non-operating loss
Profit for the year
Other movements (including dividends)
Net increase (decrease) in embedded value
Embedded value at 1 January
Embedded value at 31 December
% New business profit / closing embedded value
% Operating profit / closing embedded value
EEV operating profit from the long-term
business reduced to $1,757 million (2018:
$2,824 million) reflecting lower new
business profit in the period and a
reduction in the level of expected return
on business in force.
During 2019, following the implementation
of the NAIC’s changes to the US statutory
reserve and capital framework,
enhancements were made to the model
used to allow for hedging within US
statutory reporting. As a consequence,
the Group has chosen to utilise the
model for its EEV reporting to update
its allowance for the long-term cost of
hedging, resulting in a $(3,233) million
reduction in Jackson’s EEV at the start
of the year.
The reduction in expected return from
business in force reflects lower period end
interest rates which reduce the expected
unwind, and a lower starting balance of
EEV shareholders’ funds compared with
the prior period.
This is a function of weak equity markets in
the fourth quarter of 2018, and the
adoption of a new hedge model as
discussed above.
The EEV non-operating loss of
$(3,802) million mainly includes negative
$(3,233) million from the adoption of the
new hedging model (as discussed above),
and negative $(1,201) million from
economic effects, offset by positive
$876 million from favourable investment
movements.
The investment return variances are driven
by the benefit of strong capital market
performance in the period leading to
separate account returns materially in
excess of those assumed, more than
offsetting hedging losses on instruments
held for risk management purposes.
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GROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE CONTINUEDUS analysis of movement in free surplus13
Operating free surplus generated from in-force life business and asset management
before restructuring costs and EEV hedge modelling enhancements
Investment in new business
Operating free surplus generated before restructuring costs and EEV hedge
modelling enhancements
Restructuring costs
Operating free surplus generated before EEV hedge modelling enhancements
Impact of 2019 EEV hedge modelling enhancements
Operating free surplus generated
Non-operating (loss) profit
Net flows paid to parent company
Timing differences and other items
Total movement in free surplus
Free surplus at 1 January
Free surplus at 31 December
2019 $m
2018 $m
Change %
17
(80)
7
78
8
–
(40)
2,567
(539)
2,028
(5)
2,023
(903)
1,120
(1,763)
(525)
185
(983)
2,760
1,777
2,195
(300)
1,895
(23)
1,872
–
1,872
(1,124)
(452)
(144)
152
2,608
2,760
The US in-force business generated
$2,567 million (2018: $2,195 million) prior
to allowing for the change to the allowance
for hedging costs discussed above. This
included a $355 million benefit following
the integration of the John Hancock
business acquired in 2018. Offsetting this
increase was a higher investment in new
business (up 80 per cent to $(539) million).
The increase in investment in new business
to $(539) million (2018: $(300) million) is a
function of a higher weight of general
account new sales in the period.
Operating free surplus generated14 after
allowing for the impact of changes to hedge
modelling was $1,120 million.
Non-operating assumptions and variances
related to free surplus development were
$(1,763) million (2018: $(1,124) million) and
reflect higher losses on hedge instruments
compared with those assumed under the
new basis. Circa $395 million of these
hedge losses were incurred in managing
the risk profile of the business as Jackson
transitioned from the previous US statutory
and reserving framework to the new
framework following updates made by the
NAIC which is further discussed below.
Local statutory capital – Jackson
National Life (Jackson)
Jackson applies the US statutory reserve
and capital framework required by the NAIC
and adopted the NAIC’s changes to this
framework for variable annuities with effect
from 31 December 2019. This new capital
methodology incorporates a unified
approach to reserving and required capital
determination. In addition, with effect from
1 October 2019, Jackson chose not to renew
its long-standing permitted practice to
exclude unrealised gains on certain
derivative instruments taken out to protect
Jackson against declines in long-term
interest rates.
After adopting this new regime, the surplus
of available capital over required capital (set
at 100 per cent of the Company Action
Level) was $3,795 million. This equated to
a risk-based capital ratio of 366 per cent
(2018: 458 per cent using the previous NAIC
framework). An analysis of the estimated
movement in Jackson’s risk-based capital
position over 2019 is set out below. Jackson
continues to remain within its existing risk
appetite and expects the new capital regime
to result in a more stable RBC ratio than
under the previous regime, in low interest
rate scenarios.
1 January 2019
Capital generation from new business written during 2019
Operating capital generation from business in force at 1 January 2019*
Operating capital generation
Adoption of NAIC reforms (see above)
Other non-operating movements, including market effects and removal of the
permitted practice
Dividends paid
31 December 2019
* Includes operating experience variances and the impact of John Hancock
Total
available
capital
$m
5,519
119
1,406
1,525
279
(1,577)
(525)
5,221
Required
capital
$m
1,204
263
(125)
138
137
(53)
–
1,426
Surplus
$m
4,315
(144)
1,531
1,387
142
(1,524)
(525)
3,795
Ratio
%
458
(75)
141
66
(17)
(104)
(37)
366
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Prudential plc Annual Report 2019
49
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Over the period, statutory operating
capital generation of $1.4 billion increased
the RBC ratio by 66 percentage points,
comprising 118 percentage points
($1.2 billion) from in-force capital
generation, reduced by 75 percentage
points ($(0.1) billion) for the capital strain of
writing new business, and 23 percentage
points ($0.3 billion) of one-off benefits
related to the recent John Hancock
acquisition. In line with the product
diversification strategy previously outlined
and Jackson’s accelerated sales growth
of fixed index and new fixed annuity
products, the capital strain from selling
non-VA products was 64 percentage
points of the total 75 percentage points
of new business strain.
Non-operating and other capital movements
reduced the RBC ratio by 121 percentage
points ($(1.4) billion) due to:
— adoption of the new capital regime
at 31 December 2019, resulting in
a one-off reduction in the RBC ratio
of 17 percentage points;
— one-off hedge losses in respect of
managing through the changeover
to the new regime representing a
28 percentage point fall in the RBC ratio;
— an increase in deferred tax assets not
admitted as statutory capital, which
reduced the RBC ratio by 26 percentage
points, bringing the total non-admitted
DTA to $0.9 billion at 31 December
2019. $0.5 billion of this non-admitted
DTA balance relates to hedge losses
incurred in 2019 which are required to
be spread over three years for tax
purposes and so is expected to be
carried forward to be deducted from
Jackson’s taxable income in the next
two years; and
— other non-operating items that reduced
the RBC ratio by 50 percentage points,
primarily representing variable annuity
net hedge losses in the period given
asymmetries between the statutory
accounting basis and the economics
hedged by Jackson.
During 2019 Jackson remitted
$(525) million to Prudential, representing
around half of Jackson’s operating capital
generation in the period (excluding John
Hancock effects), which reduced the
RBC ratio by 37 percentage points.
As previously announced, from 2020
Jackson’s remittances are expected to be
more evenly spread over the calendar year
than in prior periods.
In respect of the previously noted ongoing
NAIC review of the C-1 bond factors in the
required capital calculation, the expected
implementation has been delayed to 2021
or thereafter. After adoption of the new
capital regime, the estimated reduction in
RBC ratio under the current proposal is
circa 10 to 20 points.
Return on segment equity
US return on closing IFRS shareholders’ funds.
Operating return on closing shareholders’ funds (%)
Total comprehensive return on closing shareholders’ funds (%)
2019
29
26
2018
30
7
The US operating return on segment equity was 29 per cent (2018: 30 per cent). The total comprehensive return on segment equity,
including non-operating and other comprehensive income movements, described above, was 26 per cent (2018: 7 per cent).
Notes
1 On a constant exchange rate basis.
2 On an actual exchange rate basis.
3 As compared with 2018 and before a planned $10 million increase in Africa costs as business
grows.
4 Approximately half of the corporate expenditure is incurred in sterling and our assumptions
forecast an exchange rate of £1=$1.2599.
5 From 1 January 2021.
6 Surplus over Group minimum capital requirement and estimated before allowing for second
interim ordinary dividend. Shareholder business excludes the available capital and minimum
requirement of participating business in Hong Kong, Singapore and Malaysia. Further
information on the basis of calculation of the LCSM measure is contained in note I(i) of the
Additional unaudited financial information.
7 Net cash remitted by business units are included in the holding company cash flow, which is
disclosed in detail in note I(iii) of the Additional unaudited financial information. This
comprises dividends and other transfers from business units that are reflective of emerging
earnings and capital generation.
8 Using the relevant month-end spot rate.
9 Excluding profit for the year attributable to non-controlling interests.
10 See note II of the Additional unaudited financial information for definition and reconciliation to
IFRS balances.
11 For EEV shareholders’ value per share, see note II(x) of the Additional unaudited financial
information.
12 See note I(iii) of the Additional unaudited financial information for the basis of calculation.
13 For insurance operations, operating free surplus generated represents amounts maturing from
the in-force business during the period less investment in new business and excludes
non-operating items. For asset management businesses, it equates to post-tax operating profit
for the period. Restructuring costs are presented separately from the operating business unit
amount. Further information is set out in note 11 of the EEV basis results.
14 Operating free surplus generated before restructuring costs.
15 The pro forma dividend for 2019 of the $958 million represents the first interim ordinary
dividend paid of $528 million (£428 million based on spot exchange rate at the payment date)
plus the second interim ordinary dividend of $675 million (£510 million based on spot rate at
31 December 2019) less the contribution of remittances from the discontinued M&G plc
business to the second interim ordinary dividend of $245 million (£185 million based on spot
exchange rates at 31 December 2019).
16 Total insurance margin ($2,244 million) and fee income ($286 million) of $2,530 million divided
by total life income excluding other income of $2,958 million (Comprised of total life income of
$6,187 million less other income of $3,229 million).
17 For discussion on the basis of preparation of the sources of earnings in the table see note I(iv)
of the Additional unaudited financial information.
18 Excludes Money Market Funds.
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GROUP CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER’S REPORT ON THE 2019 FINANCIAL PERFORMANCE CONTINUEDGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
Enabling business growth and change
through risk management
TheGroupwelcomestheHongKong
InsuranceAuthority(IA)asitsnew
Group-widesupervisorandistransitioning
toanewsupervisoryframework.Amature
andwell-embeddedriskframeworkwill
enabletherepositionedbusinessto
capturetheopportunitiesinthegrowth
marketsinwhichitisnowfocusedwhile
operatingwithdiscipline.
The world economy
Economicgrowthworldwideslowedin
2019drivenbyacontractioninglobal
manufacturing,inparticularinthe
Eurozone,UKandsomeAsianeconomies.
Variousfactorscontributedtothis
slowdown,includinggeopoliticaltensions
(inparticularthosearoundtrade),steps
takeninChinatodeleverageitsfinancial
system,andtightenedfinancialconditions
intheUSduringthefirsthalfoftheyear.
Facedwiththeprospectofslowing
economicgrowthandcontinuedsubdued
inflation,themajorcentralbanksacross
NorthAmerica,EuropeandAsia
implementedsignificantchangesin
monetarypolicy,deployingboth
conventionalandnon-conventional
accommodation.TheUSFederalReserve
cutitsbenchmarkfederalfundsrateby
75basispointsover2019,whiletheECB
delivereda10basispointinterestratecut
andannouncedaresumptionofits
quantitativeeasingprogrammein
September.Atthestartof2020,the
prospectsforglobalgrowthinitially
appearedtohaveimprovedwiththe
signingofthe‘PhaseOne’initialtrade
agreementbytheUSandChinainJanuary
andsignsthatmacroeconomicdatawas
stabilisingthroughouttheEurozoneand
partsofAsia.Sincethenhowever,itis
becomingincreasinglyevidentthatthe
coronavirusoutbreakhasimpacted
economicactivityinHongKongandChina
withspillovertotherestoftheglobal
economy.Thishaspromptedtheworld’s
majorcentralbankstocommittomeasures
tomanagethepotentialeconomiceffects
andinearlyMarch2020theUSFederal
Reservecutitsbenchmarkfederalfunds
rateby50basispoints.Thisdemonstrates
thefragilityofanyimprovementinthe
growthoutlook,withgeopoliticalrisks
representinganothersourceofpotential
disruption,includingaresurfacingintrade
tensions,aresumptionoftheprotestsin
HongKongand,lookingforward,political
uncertaintythatmayarisefromtheUS
presidentialelectiontowardstheend
of2020.
Financial markets
Afteravolatile2018,whichwasmarked
bysharpfallsinequitymarketsinthefinal
quarter,2019sawasignificantrebound
withallmajorriskassets,particularlyglobal
equities,providingstrongreturnsover
thecourseoftheyear.Governmentbonds
alsosawgoodreturnsasyieldsdeclined
significantly,withtheUS10-year
governmentbondyieldfallingbycirca
80basispointsovertheyear.Corporate
bondsperformedsimilarlywell,withcredit
spreadstighteningandmirroringthe
strongequityreturnsobserved.Theyear
waslargelycharacterisedbyrelatively
defensiveinvestorsentimentanda
preferenceforhighercreditqualitywithin
assetclasses.Thispositiveperformance
wasfacilitatedbytheaccommodative
environmentdrivenbytheshiftin
monetarypolicybymajorcentralbanks,
butcameamidadeteriorationin
macroeconomicindicators,anincreasein
perceivedUSrecessionriskandthetrade
negotiationsbetweentheUSandChina
whichebbedandflowed,allofwhich
negativelyimpactedglobalrisksentiment.
Politicalheadlinesandthemonetarypolicy
shiftbycentralbanksweretheprimary
driversofcurrencymarketmovements
during2019,withtheUS-Chinatrade
negotiationsanddevelopments
surroundingtheUK’sdeparturefromthe
EUimpactingtheUSdollar(inparticular
theUSD-RMBrate)andUKpound
respectively.Fundingmarketscameunder
significantpressureinSeptemberwhena
suddenspikeinreporateswasobserved,
promptingtheUSFederalReserveto
interveneandinjectsignificantfunding
throughacombinationofpermanent
andtemporaryopenmarketoperations.
Globalfinancialmarketsremainhighly
susceptibletoreversalsinrisksentiment,
asdemonstratedinQ12020withthe
coronavirusoutbreak,whichhasincreased
marketdownsideriskssignificantly.
(Geo)political landscape
Thegeopoliticallandscapeover2019
continuedtoreflectaworldinanunsettled
stateoftransition.Somenationscontinue
tofacethechallengeofreconcilingthe
inter-connectednessoftheglobal
economywithheightenednationalistic
sentiment.Thishasplayedoutin
James Turner
GroupChiefRiskand
ComplianceOfficer
OurGroupRiskFrameworkandrisk
appetitehaveallowedustocontrolourrisk
exposuresuccessfullythroughouttheyear.
Ourgovernance,processesandcontrols
enableustodealwithuncertainty
effectively,whichiscriticaltothe
achievementofourstrategyofhelping
ourcustomersachievetheirlong-term
financialgoals.
Thissectionexplainsthemainrisks
inherentinourbusinessandhowwe
managethoserisks,withtheaimof
ensuringanappropriateriskprofileis
maintained.
1 Introduction
Group structure
On21October2019,just18monthsafter
announcingitsintentiontodoso,theGroup
completedthedemergerofM&Gplc,
markingthesuccessfulandcontrolled
deliveryofacomplexandhistoricchange
tothebusiness,inwhichtheRiskfunction
playedacentralrole.Anunsettled
macroeconomicandgeopolitical
environmentaddedtothechallengesin
completingastrategicinitiativeofthis
magnitudeandtothekeyobjectiveof
deliveringtwodistinctandstrongly
capitalisedgroups.Strongstewardshipwas
providedbytheRiskfunctionthroughrisk
opinions,guidanceandassuranceoncritical
activity,aswellasassessmentsandongoing
monitoringofexternalrisks.Atthesame
time,thefunctionretaineditsfocuson
managingtherisksoftheongoingbusiness
performingitsdefinedroleinprovidingrisk
managementsupportandoversight,aswell
asobjectivechallengetoensuretheGroup
remainedwithinitsriskappetite.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
internationaltradedisputes,notably
betweentheUSandChinaduring2019.
Increasingpolarisationhasbecomeadriver
ofgeopoliticalrisk,bothbetweennations
andwithinthem.Populationsappeartobe
increasinglyactiveinvoicingandacting
collectivelyontheirdiscontent.2019has
beendescribedas‘theyearofthestreet
protestor’withmassdemonstrations
havingtakenplaceacrosstheworld,
includinginSpain,France,HongKong,
IndiaandtheMiddleEastoverthecourse
oftheyearandcontinuinginto2020.
Aweakeningofcivilorderanddomestic
disruptionarepotentialconsequences,and
thisistestingtheresilienceofbusinesses
andgovernments.Asaglobalorganisation,
theGrouphasdevelopedplanstomitigate
businessrisksarisingagainstthisbackdrop
andengageswithnationalbodieswhere
itcaninordertoensureitspolicyholders,
employeesandotherkeystakeholders
arenotadverselyimpacted.
Regulations
Prudentialoperatesinhighlyregulated
markets,andthenatureandfocus
ofregulationandlawsremainsfluid.
Anumberofnationalandinternational
regulatorydevelopmentsareinprogress,
withacontinuingfocusonsolvencyand
capitalstandards,conductofbusiness,
systemicrisksandmacroprudential
policy.Someofthesechangeswillhave
asignificantimpactonthewaythatthe
Groupoperates,conductsbusiness
andmanagesitsrisks.Theseregulatory
developmentswillcontinuetobemonitored
atanationalandgloballevelandformpartof
Prudential’sengagementwithgovernment
policyteamsandregulators.Inadditionto
theevolvingregulatorylandscape,and
followingthecompletionofthedemerger
inOctober,Prudential’sGroup-wide
supervisorchanged,withtheHongKongIA
assumingtheroleinOctober2019.
Constructiveengagementcontinuesonthe
Group-wideSupervisionFramework(GWS)
thatwillapplytotheGroup,whichis
expectedtobefinalisedin2020.
Societal developments
Increasingly,astrongsenseofpurposefor
anenterpriseisbeingseenasadriverof
2 Key internal, regulatory, economic and (geo)political events over the past 12 months
On25March,theHongKongIAandPrudentialplcsigntheRegulatory
OverQ1,signscontinueofamoderationinUSgrowthandasharper
Q1 2019
Letterspecifyingthesupervisoryframeworkimmediatelyfollowingthe
demergerofM&Gplc.TheGrouphassinceagreedwiththesupervisorto
applythelocalcapitalsummationmethod(LCSM)todetermineGroup
regulatorycapitalrequirements.TheHongKongIA’sGroup-wide
SupervisionFrameworkisexpectedtobefinalisedinH22020.
InIndonesia,theOtoritasJasaKeuangan(OJK)approves
‘grandfathering’ofPrudential’sexisting94.6percentshareholdinginPT.
PrudentialLifeAssurance,ourIndonesiansubsidiary,withfuturecapital
injectionsnotpermittedtoincreasethepercentageofforeignownership.
InMarch,theGroupannouncesfurtherexpansioninWestAfricavia
theacquisitionofamajoritystakeinGroupBeneficial,aleadinglifeinsurer
operatinginCameroon,Côted’IvoireandTogo.Theacquisitioncompletes
inQ3.
slowdownintherestoftheworld,withEurope’sgrowthexpectations
droppingprogressivelythroughoutthequarter.Chinareportsitslowest
quarterlyGDPgrowthratein30yearsof6.2percent.Centralbank
rhetoricstartstoturndovish,andthisisoneofthefactorsdrivingtheS&P
500toitsbestquartersinceQ22009(risingby13.6percent),alongwith
returningpositiverisksentiment.Meanwhile,yieldsfallsharplyin
responsetothesofteningeconomicoutlookanddovishturnbycentral
banks.
On29March,EIOPAreleasesadiscussionpaperonsystemicriskand
macroprudentialpolicyininsurance,settingoutitsthinkingonhowthis
areashouldbeaddressedinthe2020SolvencyIIreview.Thepaper
suggestsarangeofpotentialmacroprudentialtoolsandmeasures.
InFebruary,inasummitinHanoi,theUSandNorthKoreafailtoreach
anagreementonnucleardisarmamentandaliftingofUS-ledinternational
sanctions.DonaldTrumpbecomesthefirstsittingUSpresidenttoenter
NorthKoreainJuneasthetwocountriesagreetoresumetalks,although
thesestallinQ4.
Prudential’sPulseapplaunchesinAprilinMalaysia,providing
affordabledigitalhealthandwellnessservicestoconsumers.InJune,
PrudentialannouncesastrategicpartnershipwithOVOtooffercustomers
wellness,healthandwealthproductsandservicesinIndonesia.
SuspensionoftheWoodfordEquityIncomeFundinJuneraises
questionsovertheabilityofthefundmanagementindustrytomeet
redemptionrequests,inparticularforthosefundsheavilyinvestedin
illiquidassets.
Q2 2019
TheHongKongIAissuesitsGuidelinesonEnterpriseRiskManagement
inJuly,settingoutobjectivesandrequirementsonERMandtheOwnRisk
SolvencyAssessmentunderPillar2ofitsproposedRBCregimeforsolo
entities.
InApril,thePRAissuesSupervisoryStatement(SS3/19)on‘enhancing
banksandinsurers’approachestomanagingthefinancialrisksfrom
climatechange’whichoutlinestheregulatoryexpectationsforfinancial
servicesfirmstoassessimpactsfromclimatechange.
Key
Prudential
Regulatory
(Geo)political
Markets/economies
SeveralkeyelectionsareheldacrossAsiainthefirstandsecond
quarters.LegislativeelectionstakeplaceinThailandinMarch,with
theoutcomemarkingthecountry’sreturntocivilianrule;inAprilthe
incumbentPresidentWidodowinsthepresidentialelectioninIndonesia;
andinMaythelegislativeelectionsinIndiaseeavictoryforPrimeMinister
NarendraModi.Theelectionresultsalignbroadlytoconsensuspolls.
FromJuneonwardsandcontinuingover2019,large-scale
demonstrationstakeplaceinHongKong,sparkedbyanextradition
billproposedbytheHongKonggovernment.
GeopoliticaltensionsriseintheMiddleEastasIranannounces
astep-upinitsproductionofenricheduranium.ThisfollowstheUS’
withdrawalfromthe2015nucleardealanditssubsequentimpositionof
economicsanctions.Tensionsultimatelyspikeatthestartof2020when
theUSassassinatesIranianmilitaryleaderQassamSoleimani.
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long-termprofitability,andthisismaking
companiesevaluatetheirplacein,and
contributionto,society.The‘whyandhow’
abusinessactshasbecomearguablyat
leastasimportantaswhatitproducesor
theservicesthatitprovides.Similarly,
understandingandmanagingthe
environmental,socialandgovernance
(ESG)implicationsoftheGroup’s
businessisfundamentaltoPrudential’s
brand,reputationandultimately
long-termsuccess.Ensuringhighlevels
oftransparencyandresponsiveness
tostakeholdersisakeyaspectofthis.
Keysocialissueswithimplicationsfor
theGroupincluderisksarisingfrom
demographicchangesaswellasthose
arisingfromprivacyanddatasecurity
requirementsandexpectations.
Recentchangesindemographic,
geographicalandenvironmentalfactors
havedrivenpublichealthtrends,suchas
obesity,andchangedthenature,likelihood
andimpactofextremeeventssuchas
pandemics,withaconsequentialimpact
onPrudential’sunderwritingassumptions
andproductdesign.Giventheuniqueset
ofvariablesassociatedwithextreme
events,pastexperienceisnotanindication
ofthelikelyimpactorabilitytodealwith
futureoccurrences.Thecoronavirus
outbreakdemonstratestheunpredictable
natureofsucheventsandtheimpacton
thefunctioningofsociety,with
consequentialdisruptiontobusiness
operations,staff,customersandsales.
TheGroupisactivelymanagingthisimpact
includingassistingaffectedpolicyholders
andstaffinmeetingtheirneeds.
Insupportofincreasedsocialinclusion
andtomeetevolvingcustomerneeds,
theGroupisincreasingitsuseofdigital
services,technologiesanddistribution
methodsfortheproductsandservices
thatitoffers.Thisamplifiestherisksto
Prudentialassociatedwithregulations
andexpectationsinrelationtoprivacyand
datasecurity.ThesechangestotheGroup’s
useoftechnologyanddistributionmodels
havebroadimplications,touchingon
Prudential’sconductofbusiness,
increasingtherisksoftechnologyand
databeingcompromisedormisusedand
potentiallyleadingtonewandunforeseen
regulatoryissues.
Q3 2019
Centralbankmonetarypolicybecomesincreasinglyaccommodative,
contributingtoareversalintheweaknessinriskassets.InAugust,
followingarecordhighinJuly,theS&P500correctsamidrecessionfears
andtradetensions.TheindexcontinuestostruggleinSeptemberbut
reboundsstronglyoverQ4.
Governmentbondyieldsdeclinesignificantly,withthe10-yearUS
Treasuryyieldfallingbycirca50basispointsto1.5percentoverAugust
(representingacirca120basispointsdropovertheyear),itslowestrate
since2017.InJapanandEurope,thevolumeofnegative-yieldingdebt
surgessignificantly.
FollowingthelaunchofICSfield-testingfor2019inApril,theGroup
submitsitsresultstotheIAISon31July2019.Thisisthelastfield-testing
exercisepriortothefinalisationoftheICS2.0specificationsandthestart
ofafive-yearmonitoringperiodin2020.
InSeptember,USPresidentDonaldTrumpandChinesePresidentXi
Jinpingagreetoresumetradetalksfollowingearlierbreakdownsin
negotiationsinMayandAugust.TalkscontinuepositivelyintoQ4
culminatinginthesigningofa‘PhaseOne’tradedealbetweenthetwo
countriesinJanuary2020.
Q4 2019
On21October2019,M&Gplc’ssharesbegintradingontheLondon
StockExchange,markingthesuccessfulcompletionofitsdemergerfrom
thePrudentialGroup.TheHongKongIAformallyassumesitsroleas
Group-widesupervisorforPrudentialplc.
Eastspringsuccessfullycompletestheacquisitionof50.1percent
ofThanachartFund,whichmanages$7.5billionofmutualfundsin
Thailand,forcirca$142million,withanoptiontoincreaseitsownershipto
100percentinfuture.TheacquisitionmakesEastspringthefourth-largest
assetmanagerinThailand.
Thebroadereconomiccyclecontinuestodeteriorate.USdomestic
databeginstoshoweconomicweaknessinNovember.Despitethis,
equitymarketsreachnewall-timehighsoverthequarter,supported
bycontinuedapplicationofaccommodativemonetarypolicyby
centralbanks.
InSeptember,theECBdeliversapackageofeasingmeasures,including
arenewalofquantitativeeasing.Followingthis,theUSFederalReserve
lowersitsbenchmarkfederalfundstargetrateforthethirdtimeinfour
monthsinOctober.CentralbanksinChinaandotheremergingmarkets
turnmoredovishamidcontinuedweaknessineconomicdata.
The26thAnnualConferenceoftheIAIStakesplaceinAbuDhabion14
and15November,anditisagreedthattheICSprojectwillmovefromField
TestingintotheMonitoringPeriodphaseandICSv2.0isreleased.The
HolisticFramework(HF)forsystemicriskisendorsedbytheFSBatthe
conferenceforimplementationbytheIAISin2020.TheFSBalsoconfirms
thatG-SIIdesignationswillbesuspendeduntilitsreviewin2022,although
anumberofthepreviousG-SIIrequirementsareincludedeitherintothe
InsuranceCorePrinciplesortheComFrame.
FollowingtheEastAsiaSummitinBangkokinNovember,15ofthe16
negotiatingparticipantsagreetosignuptotheRegionalComprehensive
EconomicPartnership(RCEP),mostlikelyinQ12020,withIndiadeciding
nottoparticipate.
HongKongenterstechnicalrecessioninQ3,withitseconomyshrinking
by2.9percentoverallover2019,astheprotests,whichpeakinviolence
duringNovember,impacttheterritory’seconomy.On27November,the
USpresidentsignstheHongKongHumanRightsandDemocracyActinto
law,requiringannualreviewsofHongKong’sspecialtradestatusunderUS
law,aswellassanctionsagainstanyofficialdeemedresponsibleforhuman
rightsabusesorforunderminingthecity’sautonomy.
TheNationalAssociationofInsuranceCommissioners(NAIC)
implementschangestotheUSstatutoryreserveandcapitalframeworkfor
variableannuities,effectivefrom1January2020.Jacksonchoosestoearly
adoptthechangesat31December2019forUSstatutoryreporting.
Q1 2020
InDecember,casesofwhatappeartobeviralpneumoniaarereported
inWuhan,China.InJanuary2020,thevirusisidentifiedasanovel
coronavirus(theresultingdiseasehassincebeennamedCOVID-19)and
overQ12020thousandsofcasesarereportedwiththevirusproceeding
tospreadtocountriesacrossAsiaandtheworld.
PrudentialCorporationAsiarollsoutAsia-wideinitiativesandacampaign
tosupportcustomersandstaff.
Followingitslaunch,downloadsofPulsebyPrudentialexceedone
millioninFebruary2020.Thedigitalhealthplatformisnowoneofthemost
popularhealthandwellnessappsofferedbyaninsurerintheregion.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
3 Managing the risks in implementing our strategy
ThissectionprovidesanoverviewoftheGroup’sstrategy,thesignificantrisksarisingfromthedeliveryofthisstrategyandcurrent
riskmanagementfocus.Therisksoutlinedbelow,whicharenotexhaustive,arediscussedinmoredetailinsections5and6.
Our strategy
Significant risks arising from
the delivery of the strategy
Risk management focus
Group-wide
Ourstrategyistocapture
thelong-termstructural
opportunitiesforourmarkets
andgeographies,while
operatingwithdiscipline
andseekingtoenhanceour
capabilitiesthroughinnovation
todeliverhigh-qualityresilient
outcomesforourcustomers.
Asia
Servingtheprotectionand
investmentneedsofthe
growingmiddleclassinAsia.
United States
Providingassetaccumulation
andretirementincome
productstoUSretirees.
Africa
Offeringproductstonew
customersinAfrica,oneof
thefastest-growingregions
intheworld.
Transformation risks
around key change
programmes, including
those related to the
Group’s digital strategy
Continuingthefocuson,andensuringconsistency
intransformationriskmanagementacrosstheGroup’s
businessunits.
Provisionofindependentriskassurance,challengeandadvice
onfirstlineprogrammeriskidentificationandassessments.
Group-wide
regulatory risks
Information security
and data privacy risks
Business disruption
and third-party risks
Conduct risk
Financial risks
Persistency risk
Morbidity risk
Financial risks
Engagementwithnationalgovernments,regulatorsand
industrygroupsonmacroprudentialandsystemicrisk-related
regulatoryinitiatives,internationalcapitalstandards,andother
initiativeswithGroup-wideimpacts.
EngagementwiththeHongKongIAon,andimplementation
of,theGroup-wideSupervisionFramework,whichisexpected
tobefinalisedinH22020.
ContinuingtheimplementationoftheGroup-wide
organisationalstructureandgovernancemodelforcyber
securitymanagement.
Focusoncompliancewithapplicableprivacylawsacrossthe
Groupandtheappropriateuseofcustomerdata.
ContinuedapplicationoftheGroup’sglobalbusiness
continuitymanagement,withanenhancedfocuson
operationalresilienceasitrelatestocustomeroutcomes.
Applyingthedistinctoversightandriskmanagement
requiredovertheGroup’sthirdparties,includingitsstrategic
partnershipsforproductdistribution,non-traditionalservices
andprocessingactivities.
ContinuingtheenhancementoftheGroup-widecustomer
conductriskmanagementframeworkbuildingontheGroup’s
existingcustomercommitmentspolicy.
Maintaining,andenhancingwherenecessary,risklimitsand
implementingbusinessinitiativestomanagefinancialrisks,
includingassetallocation,bonusrevisions,productrepricing
andreinsurancewhererequired.
Implementationofbusinessinitiativestomanagepersistency
risk,includingadditionalpaymentmethods,enhancing
customerexperience,revisionstoproductdesignand
incentivestructures.Ongoingexperiencemonitoring.
Implementationofbusinessinitiativestomanagemorbidity
risk,includingproductrepricingwhererequired.Ongoing
experiencemonitoring.
Maintaining,andenhancingwherenecessary,risklimits,
hedgingstrategies,modellingtoolsandriskoversight
appropriatetoJackson’sproductmix.
Policyholder
behaviour risk
Continuedmonitoringofpolicyholderbehaviourexperience
andreviewofassumptions.
TheGroupcontinuestoincreaseitsfocusonPrudentialAfrica’smostsignificantrisks,being
thoserelatedtophysicalandinformationsecurityandfinancialcrime,asitspresencethere
expandsandgrowsinmateriality.
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In2019,theGroupreviewedandupdated
itspoliciesandprocessesforalignment
withtherequirementsofitsnewGroup-
widesupervisor.Theframeworksrelating
tooversightoftransformationriskand
modelriskwerefurtherembeddedand
theGroupfocusedondevelopmentof
aGroup-widecustomerconductrisk
framework,buildingonitsexisting
customercommitmentspolicy.
Thefollowingsectionprovidesmore
detailonourriskgovernance,riskculture
andriskmanagementprocess.
4 Risk governance
a System of governance
Appropriatelymanagedrisksallow
Prudentialtotakebusinessopportunities
andenablethegrowthofitsbusiness.
Effectiveriskmanagementistherefore
fundamentalintheexecutionofthe
Group’sbusinessstrategy.Prudential’s
approachtoriskmanagementmustbe
bothwellembeddedandrigorous,closely
alignedtotheGroup’skeystakeholders
andoperateacrosstheentiregroup.
Astheeconomicandpoliticalenvironment
inwhichweoperatechanges,itshould
alsobesufficientlybroadanddynamic
torespondtothesechanges.
Prudentialhasinplaceasystemof
governancethatpromotesandembedsa
clearownershipofrisk,processesthatlink
riskmanagementtobusinessobjectives
andaproactiveBoardandsenior
managementprovidingoversightofrisks.
Mechanismsandmethodologiestoreview,
discussandcommunicaterisksareinplace
togetherwithriskpoliciesandstandards
toensurerisksareidentified,measured,
managed,monitoredandreported.
How ‘risk’ is defined
Prudentialdefines‘risk’astheuncertainty
thatisfacedinimplementingtheGroup’s
strategiesandachievingitsobjectives
successfully,andincludesallinternalor
externalevents,actsoromissionsthathave
thepotentialtothreatenthesuccessand
survivaloftheGroup.Accordingly,material
riskswillberetainedselectivelywhenitis
consideredthatthereisvalueindoingso,
andwhereitisconsistentwiththeGroup’s
riskappetiteandphilosophytowards
risk-taking.
How risk is managed
Riskmanagementisembeddedacrossthe
GroupthroughtheGroupRiskFramework,
whichisownedbytheBoardanddetails
Prudential’sriskgovernance,risk
managementprocessesandriskappetite.
TheGroup’sriskgovernancearrangements
arebasedontheconceptofthe‘threelines
ofdefence’model,comprisingrisktaking
andmanagement,riskcontroland
oversight,andindependentassurance
andhasbeendevelopedtomonitorthe
riskstoourbusiness.TheaggregateGroup
exposuretoitskeyriskdriversismonitored
andmanagedbytheGroupRiskfunction
whichisresponsibleforreviewing,
assessing,providingoversightandreporting
ontheGroup’sriskexposureandsolvency
positionfromtheGroupeconomic,
regulatoryandratingsperspectives.
Risk management
Identified major risk categories
n
Risk identifi c ati o
Risk measure
m
e
n
t
a
n
d
a
s
s
e
s
s
m
e
n
t
Risk governance
and culture
Business
strategy
Capital
management
Stress and
scenario testing
M
o
n
i
t
o
r
a
n
d r
e
p
ort
a g e and control
n
M a
s to our fi nan cial sit u
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ark
M
Risk
et a
uidity ris
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t
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a
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d
i
s
k
s
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Risks from o
Operational,
disruption and
cyber risks
k
is
n r
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t
a
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o
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s
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a
Tr
Credit risk
s
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y
k
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n
u r a
C o n d u c t r i s k
Group
risk profile
t u r e
r
i s k –
S o c i a l
p e o p l e a n d c u l
G overnance risk
E
S
G
ris
k
s
k
s
s
ure
n ris
clo
sitio
ate dis
d tra
Clim
n
n
a
Regulatory capital
developments
R
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e
g
m
plia
ula
t
o
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y
n
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a l a
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e
g
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a
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o
r
y
c
h
a
n
g
e
prudentialplc.com
Prudential plc AnnualReport2019
55
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
GROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
— TheGroupworkstobuildskillsand
capabilitiesinriskmanagement,which
areneededbybothseniormanagement
andriskmanagementspecialists,while
attemptingtoallocatescarceresources
appropriately;and
— Employeesunderstandandcareabout
theirroleinmanagingrisk–theyare
awareofanddiscussriskopenlyas
partofthewaytheyperformtheirrole.
TheGroupRiskCommitteealsohas
akeyroleinprovidingadvicetothe
RemunerationCommitteeonrisk
managementconsiderationstobeapplied
inrespectofexecutiveremuneration.
Prudential’sGroupCodeofBusiness
ConductandGroupGovernanceManual
includeaseriesofguidingprinciplesthat
governtheday-to-dayconductofallits
peopleandanyorganisationsactingon
itsbehalf.Thisissupportedbyspecific
risk-relatedpolicieswhichrequirethat
theGroupactinaresponsiblemanner.
Theseinclude,butarenotlimitedto,
policiesrelatedtofinancialcrimecovering
anti-moneylaundering,financialcrimeand
anti-briberyandcorruption.TheGroup’s
third-partysupplypolicyensuresthat
humanrightsandmodernslavery
considerationsareembeddedacrossallof
itssupplierandsupplychainarrangements.
Embeddedprocedurestoallowindividuals
tospeakoutsafelyandanonymously
againstunethicalbehaviourandconduct
arealsoinplace.
TheESGExecutiveCommitteeisfocused
ontheholisticassessmentofESGmatters
materialtotheGroup,raisingmattersfor
Boarddecision-makingandoverseeing
theimplementationofresultingdecisions,
supportingthesustainabledeliveryofthe
Group’sstrategy.ItreportstotheBoard
throughtheGroupNominationand
GovernanceCommitteewhichcomprises
theGroup’sChairman,theSenior
IndependentDirector,andthechairsofthe
Audit,RemunerationandRiskcommittees
andisregularlyattendedbytheGroup
ChiefExecutive.
b Group Risk Framework
i Risk governance and culture
Prudential’sriskgovernancecomprisesthe
Boardorganisationalstructures,reporting
relationships,delegationofauthority,roles
andresponsibilities,andriskpoliciesthat
theGroupHeadOfficeandthebusiness
unitsestablishtomakedecisionsand
controltheiractivitiesonrisk-related
matters.Itincludesindividuals,Group-
widefunctionsandcommitteesinvolved
inoverseeingandmanagingrisk.
Theriskgovernancestructureisledby
theGroupRiskCommittee,supported
byindependentnon-executivedirectors
onriskcommitteesoftheGroup’smain
subsidiaries.Thesecommitteesmonitor
thedevelopmentoftheGroupRisk
Framework,whichincludesriskappetite,
limits,andpolicies,aswellasriskculture.
TheGroupRiskCommitteereviewsthe
GroupRiskFrameworkandrecommends
totheBoardanychangesrequiredto
ensurethatitremainseffectivein
identifyingandmanagingtherisks
facedbytheGroup.Anumberofcore
riskpoliciesandstandardssupportthe
Frameworktoensurethatriskstothe
Groupareidentified,assessed,managed
andreported.Inaddition,asetofpolicies
ownedbyotherGroupfunctionssupport
theeffectiveimplementationoftheGroup
RiskFramework.
CultureisastrategicpriorityoftheBoard,
whichrecognisesitsimportanceintheway
thattheGroupdoesbusiness.Risk
cultureisasubsetofPrudential’sbroader
organisationalculture,whichshapesthe
organisation-widevaluesthatweuseto
prioritiseriskmanagementbehaviours
andpractices.
RiskcultureformspartoftheGroup
RiskFrameworkandtheGroupworks
topromotearesponsibleriskculture
inthefollowingways:
— Seniormanagementinbusinessunits
promotearesponsiblecultureofrisk
managementbyemphasisingthe
importanceofbalancingriskwith
profitabilityandgrowthindecision-
making.Thisbalanceisincludedin
theperformanceevaluationofkey
individuals,includingbothsenior
managementandthosedirectly
responsibleforriskmanagement;
ii The risk management cycle
Theriskmanagementcyclecomprises
processestoidentify,measureandassess,
manageandcontrol,andmonitorand
reportonourrisks.
Risk identification
Group-wideriskidentificationtakes
placethroughouttheyearastheGroup’s
businessesundertakeacomprehensive
bottom-upprocesstoidentify,assessand
documentitsrisks.Thisconcludeswith
anannualtop-downidentificationofthe
Group’sprincipalrisks,whichconsiders
thoserisksthathavethegreatestpotential
toimpacttheGroup’soperatingresultsand
financialconditionandisusedtoinform
riskreportingtotheriskcommitteesand
theBoardfortheyear.
Ourriskidentificationprocessalsoincludes
theGroup’sOwnRiskandSolvency
Assessment(ORSA)andhorizon-scanning
performedaspartofouremergingrisk
managementprocess.Inadditiontorisk
identification,theORSAisalsothe
ongoingprocessofassessing,controlling,
monitoringandreportingtheriskstowhich
thebusinessisexposed.Itincludesan
assessmentofcapitaladequacytoensure
thattheGroup’ssolvencyneedsaremet
atalltimesaswellasquantitativeand
qualitativeassessmentsoftheGroup’srisk
profileandsolvencyneedsonaforward-
lookingbasis,incorporatingtheGroup’s
strategyandbusinessplan.TheGroup’s
regularORSAreportwasproducedin
H12019,withanadditionalORSAreport
producedinOctober2019inanticipation
ofthecompletionofthedemergerofM&G
plcwhichincludedaforward-looking
assessmentofthepostdemergerGroup’s
capitalandliquiditypositionunderarange
ofstressesandscenarios.
Inaccordancewithprovision28oftheUK
CorporateGovernanceCode,aprocess
isinplacetosupportGroup-wide
identificationofthecompany’semerging
andprincipalrisksandthiscombinesboth
top-downandbottom-upviewsofrisks
attheleveloftheGroupanditsbusiness
units.TheBoardperformsarobust
assessmentandanalysisoftheseprincipal
andemergingrisksfacingthecompany
throughtheriskidentificationprocess,
theGroupORSAreportandtherisk
assessmentsundertakenaspartofthe
businessplanningreview,includinghow
theyaremanagedandmitigated,which
supportsdecision-making.
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Themethodsandriskmanagementtools
thattheGroupemploystomitigateeachof
itsmajorcategoriesofrisksaredetailedin
thefurtherriskinformationsectionbelow.
Risk monitoring and reporting
TheidentificationoftheGroup’skeyrisks
informsthemanagementinformation
receivedbytheGroupriskcommitteesand
theBoard.Riskreportingofkeyexposures
againstappetiteisalsoincluded,aswellas
ongoingdevelopmentsintheGroup’s
principalandemergingrisks.
iii Risk appetite, limits and triggers
TheGrouprecognisesthatinterestsof
itscustomersandshareholdersanda
managedacceptanceofriskliesatthe
heartofitsbusiness,andthateffectiverisk
managementcapabilitiesrepresentakey
sourceofcompetitiveadvantage.The
extenttowhichPrudentialiswillingtotake
riskinthepursuitofitsbusinessstrategy
andobjectivetocreateshareholdervalue
isdefinedbyanumberofqualitativeand
quantitativeexpressionsofriskappetite,
operationalisedthroughmeasuressuchas
limits,triggersandindicators.TheGroup
Riskfunctionisresponsibleforreviewing
thescopeandoperationoftheserisk
appetitemeasuresatleastannuallyto
determinethattheyremainrelevant.
TheBoardapprovesallchangesmadeto
theGroup’saggregateriskappetiteand
hasdelegatedauthoritytotheGroupRisk
Committeetoapprovechangestothe
systemoflimits,triggersandindicators.
Groupriskappetiteisdefinedand
monitoredinaggregateforfinancial
andnon-financialrisksbythesetting
ofobjectivesforitsliquidity,capital
requirementsandnon-financialrisk
exposure.Furtherdetailisincludedin
sections5and6,aswellascoveringrisks
toshareholders,includingthosefrom
participatingandthird-partybusiness.
Grouplimitsoperatewithinthese
expressionsofriskappetitetoconstrain
materialrisks,whiletriggersandindicators
providefurtherconstraintanddefined
pointsforescalation.
Capital requirements
Limitsoncapitalrequirementsaimto
ensurethattheGroupmaintainssufficient
capitalsuchthatinbusiness-as-usualand
stressedconditionsitexceedsitsinternal
economiccapitalrequirements,achieves
itsdesiredtargetratingtomeetitsbusiness
objectives,andsupervisoryintervention
isavoided.Thetwomeasurescurrently
inuseattheGrouplevelaretheregulatory
localcapitalsummationmethod(LCSM)
capitalrequirements(bothminimumand
prescribedlevels)andinternaleconomic
capital(ECap)requirements.Inaddition,
capitalrequirementsaremonitoredon
localstatutorybases.
TheGroupRiskCommitteeisresponsible
forreviewingtherisksinherentinthe
Group’sbusinessplanandforproviding
theBoardwithinputontherisk/reward
trade-offsimplicittherein.Thisreview
issupportedbytheGroupRiskfunction,
whichusessubmissionsfromlocalbusiness
unitstocalculatetheGroup’saggregated
positionrelativetotheaggregaterisklimits.
Liquidity
TheobjectiveoftheGroup’sliquidityrisk
appetiteistoensurethattheGroupisable
togeneratesufficientcashresourcesto
meetfinancialobligationsastheyfall
dueinbusiness-as-usualandstressed
scenarios.Riskappetitewithrespectto
liquidityriskismeasuredusingaliquidity
coverageratio(LCR)whichconsidersthe
sourcesofliquidityagainstliquidity
requirementsunderstressscenarios.
Non-financial risks
TheGroupisexposedtonon-financial
risksasanoutcomeofitschosenbusiness
activitiesandstrategy.Itaimstomanage
theseriskseffectivelytomaintainits
operationalresilienceanditscommitments
tocustomers,andtoavoidmaterialadverse
impactonitsreputation.
Stressandscenariotesting,whichincludes
reversestresstestingrequiringtheGroup
toascertainthepointofbusinessmodel
failure,isanothertoolthathelpsusto
identifythekeyrisksandscenariosthat
mayhaveamaterialimpactontheGroup.
Theriskprofileisakeyoutputfromthe
riskidentificationandriskmeasurement
processesandisusedasabasisfor
settingGroup-widelimits,management
information,assessmentofsolvency
needs,anddeterminingappropriatestress
andscenariotesting.TheGroup’sannual
setofprincipalrisksisgivenenhanced
managementandreportingfocus.
Risk measurement and assessment
Allidentifiedrisksareassessedbasedon
anappropriatemethodologyforthatrisk.
Allquantifiablerisks,whicharematerial
andmitigatedbyholdingcapital,are
modelledintheGroup’sinternalmodel,
whichisusedtodetermineeconomic
capitalrequirements.Governance
arrangementsareinplacetosupportthe
internalmodel,includingindependent
validationandprocessesandcontrols
aroundmodelchangesandlimitations.
Risk management and control
Thecontrolproceduresandsystems
establishedwithintheGroupare
designedtomanagetheriskoffailingto
meetbusinessobjectives.Thesefocuson
aligningthelevelsofrisk-takingwiththe
Group’sstrategyandcanonlyprovide
reasonable,andnotabsolute,assurance
againstmaterialmisstatementorloss.
Riskmanagementandcontrol
requirementsaresetoutintheGrouprisk
policies,andformpartoftheholisticrisk
managementapproachundertheGroup’s
ORSAprocess.Theseriskpoliciesdefine:
— TheGroup’sriskappetiteinrespectof
materialrisks,andtheframeworkunder
whichtheGroup’sexposuretothose
risksislimited;
— TheprocessestoenableGroupsenior
managementtoeffectthemeasurement
andmanagementoftheGroupmaterial
riskprofileinaconsistentandcoherent
way;and
— Theflowsofmanagementinformation
requiredtosupportthemeasurement
andmanagementoftheGroup’s
materialrisks.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
Risk management
Risk identification
Riskidentificationcovers
Group-wide:
— Top-downriskidentification
— Bottom-upriskidentification
— Emergingriskidentification
Risk measurement
and assessment
Risksareassessedinterms
ofmateriality.
Materialriskswhicharemodelled
areincludedinappropriately
validatedcapitalmodels.
Manage and control
Riskappetiteandlimitsallow
forthecontrolledgrowthofour
business,inlinewithbusiness
strategyandplan.
Processesthatsupportthe
oversightandcontrolofrisks
include:
— TheRiskandControl
Assessmentprocess.
— TheOwnRiskandSolvency
Assessment(ORSA).
— Groupapprovedlimitsand
earlywarningtriggers.
— Largeriskapprovalprocess.
— Globalcounterpartylimit
framework.
— Financialincidentsprocedures.
— Stressandscenariotesting,
includingreversestresstesting.
Monitor and report
Escalationrequirementsinthe
eventofabreachareclearly
defined.Riskreportingprovides
regularupdatestotheGroup’s
Boardandriskcommitteeson
exposuresagainstBoard-approved
appetitestatementsandlimits.
ReportingalsocoverstheGroup’s
keyrisks.
n
Risk identifi c ati o
Risk measure
m
e
n
t
a
n
d
a
s
s
e
s
s
m
e
n
t
Risk governance
and culture
Business
strategy
Capital
management
Stress and
scenario testing
M
o
n
i
t
o
r
a
n
d r
e
p
ort
a g e and control
n
M a
Risk governance and culture
Riskgovernancecomprisesthe
Board,organisationalstructures,
reportingrelationships,delegation
ofauthority,rolesandresponsibilities,
andriskpolicies.Riskcultureisa
subsetofbroaderorganisational
culture,andshapestheorganisation-
widevaluesusedtoprioritiserisk
managementbehaviours.
Capital management
Capitaladequacyismonitoredto
ensurethatinternalandregulatory
capitalrequirementsaremet,and
thatsolvencybuffersareappropriate,
overthebusinessplanninghorizon
andunderstress.
Business strategy
Businessstrategyandthebusiness
planprovidedirectiononfuture
growthandinformtheleveloflimits
onsolvency,liquidityandearnings
andforourkeyrisks.TheGroupRisk
functionprovidesinputandopinion
onkeyaspectsofbusinessstrategy.
Stress and scenario testing
Stressandscenariotestingis
performedtoassesstherobustness
ofcapitaladequacyandliquidity,
andtheappropriatenessofrisklimits.
Recoveryplanningassessesthe
effectivenessoftheGroup’srecovery
measuresandtheappropriateness
ofactivationpoints.
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5 Summary risks
Broadly,therisksassumedacrossthe
Groupcanbecategorisedasthoserelating
toitsfinancialsituation,itsbusinessand
industry,regulatoryandlegalcompliance
andthoserelatingtoESG.Principalrisks,
whethermaterialisingwithintheGroupor
atthirdpartiesonwhichtheGrouprelies,
mayhaveafinancialimpactandcould
alsoimpacttheperformanceofproducts
orservicesprovidedtocustomersand
distributors,anditsabilitytofulfil
commitmentstocustomers,givingrise
topotentialriskstoitsbrandandreputation.
Theserisks,whicharenotexhaustive,
aresummarisedbelow.Themateriality
oftheserisks,whethermaterialatthelevel
oftheGrouporitsbusinessunits,
isalsoindicated.Furtherinformation
onsomeoftheserisksandtherisk
managementandmitigationinplace
areincludedinsection6.TheGroup’s
disclosurescoveringriskfactorsarealigned
tothesamecategoriesandcanbefound
attheendofthisdocument.
Risks to the Group’s financial situation (including those from the external macroeconomic and geopolitical environment)
TheglobaleconomicandgeopoliticalenvironmentmayimpactontheGroupdirectlybyaffectingtrendsinfinancialmarkets
andassetvalues,aswelldrivingshort-termvolatility.
Risksinthiscategoryincludethemarketriskstoourinvestments,thecreditqualityofourinvestmentportfolioaswellas
liquidityrisk.
Global economic conditions
ChangesinglobaleconomicconditionscanimpactPrudential
directly;forexample,byleadingtoreducedinvestment
returnsandfundperformanceandliquidity,andincreasing
thecostofpromises(guarantees)thathavebeenmadetoour
customers.Changesineconomicconditionscanalsohavean
indirectimpactontheGroup;forexample,leadingtoa
decreaseinthepropensityforpeopletosaveandbuy
Prudential’sproducts,aswellaschangingprevailingpolitical
attitudestowardsregulation.Thisisariskwhichisconsidered
materialattheleveloftheGroup.
Geopolitical risk
Thegeopoliticalenvironmentcandirectlyimpactonthe
Groupinawiderangeofways.Financialmarketsand
economicsentimenthavebeenhighlysusceptibleto
geopoliticaldevelopmentsinrecentyears,withimplications
fortheGroup’sfinancialsituation.Geopoliticaltensionscan
resultinmasscivilprotestsand/ordisobedienceaswellasthe
impositionofrestrictiveregulatoryandtradingrequirements
bygovernmentsandregimes;increasingoperational,business
disruptionandregulatoryrisks,andpotentiallyimpacting
salesdirectly.DevelopmentsintheHongKongprotestsand
therecentCOVID-19outbreakacrossAsiaarebeingclosely
monitoredbytheGroupandplanshavebeenenactedto
ensurethatanypotentialimpacttothebusiness,our
employeesandcustomersaremanagedwithinourexisting
businessresilienceprocesses.
Market risks to our investments
ThisisthepotentialforreducedvalueofPrudential’s
investmentsresultingfromthevolatilityofassetprices,
drivenbyfluctuationsinequityprices,interestrates,
foreignexchangeratesandpropertyprices.
IntheAsiabusiness,themainmarketrisksarisefromthevalue
offeesfromitsfee-earningproductsaswellasfromthe
guaranteesofsomenon-linkedproducts.IntheUS,Jackson’s
fixedandvariableannuitybooksareexposedtoavarietyof
marketrisksduetotheassetsbackingthesepolicies.
Interestratesremainlowrelativetohistoricallevelsanda
persistentlylowinterestrateenvironmentposeschallenges
toboththecapitalpositionoflifeinsurersaswellastonew
businessprofitability.
Liquidity risk
Thisistheriskofnothavingsufficientliquidassetstomeet
obligationsastheyfalldue,andtheGrouplooksatthisunder
bothnormalandstressedconditions.Thisisariskwhich
isconsideredmaterialattheleveloftheGroup.
Credit risk
TheGroup’sassetportfoliogivesrisetoinvestedcreditrisk,
beingthepotentialforareductioninthevalueofPrudential’s
investmentsdrivenbytheloweringofcreditqualityand
likelihoodofdefaults.TheassetsbackingtheJacksongeneral
accountportfolioandtheAsiashareholderbusinessmeans
creditriskisconsideredamaterialriskfortheGroup’s
businessunits.
TheGroupisalsoexposedtocounterpartydefaultrisk
throughactivitiessuchasreinsuranceandderivativehedging
aswellastheoperationalmanagementofcash.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
Risks from the nature of our business and our industry
TheseincludetheGroup’snon-financialrisks(includingoperationalandfinancialcrimerisk),transformationrisksfrom
significantchangeactivityandtheinsurancerisksassumedbytheGroupinprovidingitsproducts.
Transformation risk
Thisistheriskarisingfromthedesignandexecutionof
amaterialandcomplexchangeinitiative,oracombination
ofinitiatives.
Anumberofsignificantchangeprogrammesarecurrently
inprogressthateffectboththeGroup’sstrategicvision,
enableitsfuturecompliancewithimpendingregulatory
changesandtomaintaintheGroup’smarketcompetitiveness.
Thebreadthoftheseactivities,andtheirconsequences,
includingthereputationalimpact,totheGroupshouldthey
failtomeettheirobjectives,meanthatthisriskremains
materialattheleveloftheGroup.
Non-financial risks
AcombinationofthecomplexityoftheGroup,itsactivities
andtheextentoftransformationinprogresscreatesa
challengingoperatingenvironment.
Operationalriskistheriskoflossorunintendedgain
frominadequateorfailedprocesses,personnel,systems
andexternalevents,andcanarisethroughbusiness
transformation,introducingnewproducts,newtechnologies,
andenteringintonewmarketsandgeographies.
Implementingthebusinessstrategyandprocessesfor
ensuringregulatorycompliance(includingthoserelatingto
theconductofitsbusiness)requiresinterconnectedchange
initiativesacrosstheGroup,thepaceofwhichintroduces
furthercomplexity.TheGroup’soutsourcingandthird-party
relationshipsintroducetheirowndistinctrisks.Such
operationalrisks,iftheymaterialise,couldresultinfinancial
lossand/orreputationaldamage.Theserisksareconsidered
tobematerialattheleveloftheGroup.
BusinessdisruptionrisksmayimpactonPrudential’sability
tomeetitskeyobjectives,ensurecontinuityofservicesto
customers,andprotectitsbrandandreputation.TheGroup’s
businessresilienceisacorepartofawell-embeddedbusiness
continuitymanagementprogramme,whichcontributesto
thewideroperationalresilienceoftheGroup.
Informationsecurityanddataprivacyrisksaresignificant
considerationsforPrudentialandthecybersecuritythreat
continuestoevolvegloballyinsophisticationandpotential
significance.Thisincludestheriskofmaliciousattackon
itssystems,networkdisruptionandrisksrelatingtodata
security,integrity,privacyandmisuse.Thescaleofthe
Group’sITinfrastructureandnetwork(andtheservices
requiredtomonitorandmanageit),stakeholderexpectations
andhigh-profilecybersecurityanddatamisuseincidents
acrossindustriesmeanthattheserisksareconsidered
materialattheleveloftheGroup.
Prudentialandtheinsuranceindustryaremakingincreasing
useofemergingtechnologicaltoolsanddigitalservices,
orformingpartnershipswiththirdpartiesthatprovidethese
capabilities.Whilethisprovidesnewopportunities,opening
upmarkets,improvinginsightsandincreasingscalability,
italsocomeswithadditionalriskswhicharemanagedwithin
theGroup’sexistinggovernanceandriskmanagement
processes,includingadditionaloperationalrisksand
increasedrisksarounddatasecurityandmisuse.Automated
digitaldistributionchannelsincreasethecriticalityofsystem
andprocessresilienceinordertodeliveruninterrupted
servicetocustomers.
Aswithallfinancialservicesfirms,thenatureoftheGroup’s
businessanditsoperationsmeansthatitisexposedtofinancial
crimeriskssuchasthoserelatingtomoneylaundering,fraud,
sanctionscomplianceandbriberyandcorruption.
Insurance risks
ThenatureoftheproductsofferedbyPrudentialexposesit
toinsurancerisks,whichformasignificantpartoftheoverall
Groupriskprofile.
Theinsurancerisksthatthebusinessisexposedtobyvirtue
ofitsproductsincludepersistency risk(customerslapsing
theirpoliciesatdifferentlevelsthanexpected,andatypeof
policyholderbehaviourrisk);mortality risk(highernumber
ofpolicyholderswithlifeprotectiondyingthanexpected);
morbidity risk(morepolicyholderswithhealthprotection
becomingillthanexpected)andlongevity risk(policyholders
livinglongerthanexpected).Themedicalinsurancebusinessin
Asiaisalsoexposedtomedical inflation risk (theincreasing
costofmedicaltreatmentsbeinghigherthanexpected).
ThepricingofPrudential’sproductsrequiresittomake
anumberofassumptions,anddeviationsfromthese
mayimpactitsreportedprofitabilityandcapitalposition.
Acrossitsbusinessunits,someinsurancerisksaremore
materialthanothers.
Persistencyandmorbidityrisksareamongthemostmaterial
insurancerisksfortheAsiabusinessgiventhefocusonhealth
andprotectionproductsintheregion.
TheJacksonbusinessismostexposedtopolicyholder
behaviourrisk,includingpersistency,whichimpactsthe
profitabilityofthevariableannuitybusinessandisinfluenced
bymarketperformanceandthevalueofpolicyguarantees.
Conduct risk
Prudential’sconductofbusiness,especiallythedesignand
distributionofitsproductsiscrucialinensuringthatthe
Group’scommitmenttomeetingcustomers’needsand
expectationsaremet.TheGroup’sconductriskframework
isownedbythefirstlinewhichreflectsmanagementfocus
onachievinggoodcustomeroutcomes.
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Risks related to regulatory and legal compliance
Theseincluderisksassociatedwithprospectiveregulatoryandlegalchangesandcompliancewithexistingregulationsand
laws–includingtheirretrospectiveapplication–withwhichtheGroupmustcomplywithintheconductofitsbusiness.
Prudentialoperatesundertheever-evolvingrequirements
setoutbydiverseregulatory,legalandtaxregimes.The
increasingshifttowardsmacroprudentialregulationandthe
numberofregulatorychangesunderwayacrossAsiaandUS
(inparticularfocusingoncapitalrequirementsandconsumer
protection)arekeyareasoffocus.Regulatoryreforms
canhaveamaterialimpactonPrudential’sbusinesses.
From21October2019,Prudential’sGroup-widesupervisor
changedtotheHongKongIA.Asaresult,theGroupis
nowapplyingthelocalcapitalsummationmethod(LCSM)
todetermineGroupregulatorycapitalrequirements
(bothminimumandprescribedlevels).TheHongKongIA’s
Group-wideSupervision(GWS)Frameworkisexpected
tobefinalisedinthesecondhalfof2020.
Astheindustry’suseofemergingtechnologicaltoolsand
digitalservicesincreases,thisislikelytoleadtonewand
unforeseenregulatoryissues.TheGroupismonitoringthe
regulatorydevelopmentsandstandardsemergingaround
thegovernanceandethicaluseoftechnologyanddata.
The Group’s ESG-related risks
Theseincludeenvironmentalrisksassociatedwithclimatechange(includingphysicalandtransitionrisks),socialrisksthatarise
fromthediversepeopleandcommunitiesthattheGroupinteractswithandgovernance-relatedrisks.
AsaGroup,respondingeffectivelytothosematerialriskswith
ESGimplicationsiscrucialinmaintainingPrudential’sbrand
andreputation,andinturnitsfinancialperformanceand
deliveryofitslong-termstrategy.
Theseincludetheenvironmental risksassociated
withclimatechangeandtheimpactofthisonthebusiness,
suchasthephysicalimpactsontheGroup’soperational
resilience,underwritingassumptionsandclaimsprofile,
aswellastheimpacttolong-termassetvaluationsresulting
fromthetransitiontoalowcarboneconomy.Social risks
affectingPrudentialmayarisefrompublichealthand
demographicchanges(suchasincreasingobesityand
urbanisation),whichmayimpactonproductclaimsprofiles.
Socialrisksmayalsoarisefromafailuretoconsidertherights,
diversity,well-being,andinterestsofpeopleand
communitiesinwhichtheGroup,oritsthird-parties,
operates.ThisincludestheresponsibilitiestheGroup
assumesasaresponsibleemployer.Governance risks
mayarisefromafailuretomaintainhighstandardsof
corporategovernance(includingcommitteeindependence
anddiversity)seniormanagementbehavioursandoversight
ofkeyrisks.
PoliciesandprocedurestosupporthowtheGroupoperates
inrelationtocertainESGissuesareincludedintheGroup
GovernanceManual.FurtherinformationonhowPrudential
addressesmaterialrisksassociatedwithESGthemesare
includedintheESGSummary.
6 Further risk information
Inreadingthesectionsbelow,itisuseful
tounderstandthattherearesomerisks
thatPrudential’spolicyholdersassume
byvirtueofthenatureoftheirproducts,
andsomerisksthattheCompanyandits
shareholdersassume.Examplesofthe
latterincludethoserisksarisingfromassets
helddirectlybyandfortheCompanyorthe
riskthatpolicyholderfundsareexhausted.
Thisreportisfocusedmainlyonrisksto
theshareholderbutwillincludethose
whichariseindirectlythroughour
policyholderexposures.
6.1 Risks to the Group’s financial
situation, including those from
the external macroeconomic
and geopolitical environment
a Market risk
(Audited)
Themaindriversofmarketriskinthe
Groupare:
— Investmentrisk,whichariseson
ourholdingsofequityandproperty
investments,thepricesofwhich
canchangedependingonmarket
conditions.Themaininvestmentrisk
exposurearisesfromtheportion
oftheprofitsfromtheHongKong
with-profitsfundswhichthe
shareholdersareentitledtoreceive;
thevalueofthefuturefeesfrom
thefee-earningproductsinthe
Asiabusiness;andfromtheasset
returnsbackingJackson’svariable
annuitiesbusiness;
— Interestraterisk,whichisdrivenby
thevaluationofPrudential’sassets
(particularlythebondsthatitinvestsin)
andliabilities,whicharedependenton
marketinterestratesandexposesitto
theriskofthosemovinginawaythatis
detrimental.TheGroup’sinterestrate
riskisdrivenbyJackson’sfixedannuity
business,thecostofguaranteesin
itsfixedindexandvariableannuity
business,andtheguaranteesofsome
non-unit-linkedinvestmentsavings
productsinAsia.Theimpactoflower
interestratesalsomanifeststhrough
reducedsolvencylevelsinsomeofthe
Asianbusinessesaswellasreduced
newbusinessprofitability;and
— Foreignexchangerisk,through
translationofitsprofitsandassetsand
liabilitiesdenominatedinvarious
currencies,giventhegeographical
diversityofthebusiness.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
TheGrouphasappetiteformarketrisk
whereitarisesfromprofit-generating
insuranceactivitiestotheextentthatit
remainspartofabalancedportfolioof
sourcesofincomeforshareholdersandis
compatiblewitharobustsolvencyposition.
TheGroup’smarketrisksaremanaged
andmitigatedbythefollowing:
— TheGroupmarketriskpolicy;
— TheGroupAssetLiabilityCommittee
–afirst-lineriskmanagementadvisory
committeetotheGroupChief
ExecutiveOfficerwhichsupports
theidentification,assessmentand
managementofkeyfinancialrisks
significanttotheachievementof
theGroup’sbusinessobjectives;
— Riskappetitestatements,limits
andtriggers;
— Ourassetandliabilitymanagement
programmeswhichinclude
managementactionssuchasasset
allocation,bonusrevisions,repricing
andtheuseofreinsurancewhere
appropriate;
— Hedgingderivatives,includingequity
optionsandfutures,interestrateswaps
andswaptionsandcurrencyforwards;
— Themonitoringandoversightofmarket
risksthroughtheregularreporting
ofmanagementinformation;and
— Regulardeepdiveassessments.
Equity and property investment risk
InAsia,theshareholderexposuretoequity
pricemovementsresultsfromunit-linked
products,wherefeeincomeislinkedto
themarketvalueofthefundsunder
management.Furtherexposurearises
fromwith-profitsbusinesseswhere
bonusesdeclaredarebasedbroadlyon
historicalandcurrentratesofreturnfrom
theAsiabusiness’sinvestmentportfolios,
whichincludeequities.
InJackson,investmentriskarisesfromthe
assetsbackingcustomerpolicies.Equity
riskisdrivenbythevariableannuity
business,wheretheassetsareinvestedin
bothequitiesandbondsandthemainrisk
totheshareholdercomesfromproviding
theguaranteedbenefitsoffered.The
exposuretothisisprimarilycontrolledby
usingaderivativehedgingprogramme,
aswellasthroughtheuseofreinsurance
topassontherisktothird-partyreinsurers.
Whileacceptingtheequityexposurethat
arisesonfuturefees,theGrouphaslimited
appetiteforexposurestoequityprice
movementstoremainunhedgedorfor
volatilitywithinpolicyholderguarantees
aftertakingintoaccountanynaturaloffsets
andbufferswithinthebusiness.
Interest rate risk
SomeproductsthatPrudentialoffers
aresensitivetomovementsininterest
rates.AspartoftheGroup’songoing
managementofthisrisk,anumberof
mitigatingactionstothein-forcebusiness
havebeentaken,aswellasrepricingand
restructuringnewbusinessofferingsin
responsetorecentrelativelylowinterest
rates.Nevertheless,somesensitivityto
interestratemovementsisstillretained.
TheGroup’sappetiteforinterestraterisk
islimitedtowhereassetsandliabilities
canbetightlymatchedandwhereliquid
assetsorderivativesexisttocoverinterest
rateexposures.
InAsia,ourexposuretointerestraterisk
arisesfromtheguaranteesofsomenon-unit-
linkedinvestmentsavingsproducts,
includingtheHongKongwith-profitsand
non-profitbusiness.Thisexposureexists
becauseofthepotentialforanasset
andliabilitymismatch,wherelong-dated
liabilitiesandguaranteesarebacked
byshort-datedassets,whichcannotbe
eliminated,butismonitoredandmanaged
throughlocalriskandassetliability
managementcommitteesagainstrisk
appetitealignedwiththeGroup’slimit
framework.
Jacksonisaffectedbyinterestrate
movementstoitsfixedannuitybookwhere
theassetsareprimarilyinvestedinbonds
andshareholderexposurecomesfrom
themismatchbetweentheseassetsand
theguaranteedratesthatareofferedto
policyholders.Interestrateriskresults
fromthecostofguaranteesinthevariable
annuityandfixedindexannuitybusiness,
whichmayincreasewheninterestrates
fall.Thelevelofsalesofvariableannuity
productswithguaranteedlivingbenefits
isactivelymonitored,andtherisklimits
wehaveinplacehelptoensureweare
comfortablewiththelevelofinterest
rateandmarketrisksincurredasaresult.
Derivativesarealsousedtoprovide
someprotection.
Foreign exchange risk
ThegeographicaldiversityofPrudential’s
businessesmeansthatithassome
exposuretotheriskofforeignexchange
ratefluctuations.Someentitieswithinthe
Groupthatwritepolicies,investinassets
orenterintoothertransactionsinlocal
currenciesorcurrenciesnotlinkedtothe
USdollar.Althoughthislimitstheeffect
ofexchangeratemovementsonlocal
operatingresults,itcanleadtofluctuations
intheGroupfinancialstatementswhen
resultsarereportedinUSdollars.Thisrisk
isacceptedwithinourappetiteforforeign
exchangerisk.
Incaseswhereanon-USdollar
denominatedsurplusarisesinan
operationwhichistobeusedtosupport
Groupcapital,orwhereasignificant
cashpaymentisduefromasubsidiary
totheGroup,thiscurrencyexposure
maybehedgedwhereitisbelievedtobe
favourableeconomicallytodoso.Further,
theGroupgenerallydoesnothaveappetite
forsignificantdirectshareholderexposure
toforeignexchangerisksincurrencies
outsidethecountriesinwhichitoperates,
butitdoeshavesomeappetiteforthis
onfeeincomeandonnon-sterling
investmentswithinthewith-profitsfund.
Whereforeignexchangeriskarises
outsideappetite,currencyswapsand
otherderivativesareusedtomanage
theexposure.
b Credit risk
(Audited)
Prudentialinvestsinbondsthatprovide
aregular,fixedamountofinterestincome
(fixedincomeassets)inordertomatchthe
paymentsneededtopolicyholders.Italso
entersintoreinsuranceandderivative
contractswiththirdpartiestomitigate
varioustypesofrisk,aswellasholding
cashdepositsatcertainbanks.Asaresult,
itisexposedtocreditriskandcounterparty
riskacrossitsbusiness.
Creditriskisthepotentialforreductionin
thevalueofinvestmentswhichresultsfrom
theperceivedlevelofriskofaninvestment
issuerbeingunabletomeetitsobligations
(defaulting).Counterpartyriskisatype
ofcreditriskandrelatestotheriskofthe
counterpartytoanycontractweenterinto
beingunabletomeettheirobligations
causingustosufferloss.
TheGrouphassomeappetitetotakecredit
riskwhereitarisesfromprofit-generating
insuranceactivities,totheextentthatit
remainspartofabalancedportfolioof
sourcesofincomeforshareholdersandis
compatiblewitharobustsolvencyposition.
Anumberofriskmanagementtoolsare
usedtomanageandmitigatethiscredit
risk,includingthefollowing:
— Acreditriskpolicyanddealingand
controlspolicy;
— Riskappetitestatementsandlimits
thathavebeendefinedonissuers,
andcounterparties;
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— Collateralarrangementsforderivative,
securedlendingreverserepurchase
andreinsurancetransactions;
— TheGroupCreditRiskCommittee’s
oversightofcreditandcounterparty
creditriskandsectorand/orname-
specificreviews;
— Regularassessments;and
— Closemonitoringorrestrictionson
investmentsthatmaybeofconcern.
Debt and loan portfolio
Creditriskalsoarisesfromthedebt
portfoliointheAsiabusinesscomprising
theshareholder,with-profitandunit-linked
funds,thevalueofwhichwas$74.7billion
at31December2019.Themajority
(67percent)oftheportfolioisinunit-
linkedandwith-profitsfundsand
soexposureoftheshareholdertothis
componentisminimal.Theremaining
33percentofthedebtportfolioisheld
tobacktheshareholderbusiness.
InthegeneralaccountoftheGroup’sUS
business,$58.5billionofdebtsecurities
areheldtosupportshareholderliabilities
includingthosefromourfixedannuities,fixed
indexannuitiesandlifeinsuranceproducts.
Theshareholder-backeddebtportfolio
oftheGroup’sotheroperationswas
$1.3billionasat31December2019.
Furtherdetailsofthecompositionand
qualityofourdebtportfolio,andexposure
toloans,canbefoundintheIFRSfinancial
statements.
Group sovereign debt
Prudentialalsoinvestsinbondsissued
bynationalgovernments.Thissovereign
debtholdingsrepresented21percent
or$18.0billion1oftheshareholderdebt
portfoliooftheGroupasat31December
2019(31December2018:20percentor
$14.8billionoftheshareholderdebt
portfolioattributabletocontinuing
operations).Onepercentofthiswasrated
AAAand83percentwasconsidered
investmentgrade(31December2018:
84percentofthesovereigndebtholdings
attributabletocontinuingoperationswas
consideredinvestmentgrade).
Theparticularrisksassociatedwithholding
sovereigndebtaredetailedfurtherinour
disclosuresonriskfactors.
Theexposuresheldbytheshareholder-
backedbusinessandwith-profitsfundsin
sovereigndebtsecuritiesat31December
2019aregiveninnoteC3.2(d)ofthe
Group’sIFRSfinancialstatements.
Shareholder exposure by rating
AAA
AA
A
BBB
BBorbelow
6%
22%
32%
32%
8%
Shareholder exposure by sector
Government
Financial
Consumer,non-cyclical
Utilities
Industrial
Energy
Communications
Consumer,cyclical
Basicmaterials
Technology
Other
26.74%
25.72%
10.74%
10.72%
6.59%
6.34%
3.78%
3.61%
2.57%
2.09%
1.10%
Bank debt exposure and
counterparty credit risk
Prudential’sexposuretobanksisakeypart
ofitscoreinvestmentbusiness,aswellas
beingimportantforthehedgingandother
activitiesundertakentomanageitsvarious
financialrisks.Giventheimportanceof
itsrelationshipwithitsbanks,exposure
tothesectorisconsideredamaterialrisk
fortheGroup.
Theexposuresheldbytheshareholder-
backedbusinessandwith-profitsfundsin
bankdebtsecuritiesat31December2019
aregiveninnoteC3.2(d)oftheGroup’s
IFRSfinancialstatementsforcontinuing
operations.
Theexposuretoderivativecounterparty
andreinsurancecounterpartycreditriskis
managedusinganarrayofriskmanagement
tools,includingacomprehensivesystem
oflimits.Whereappropriate,Prudential
reducesitsexposure,buyscredit
protectionorusesadditionalcollateral
arrangementstomanageitslevelsof
counterpartycreditrisk.
At31December2019:
— 92percentoftheGroup’sshareholder
portfolioisinvestmentgraderated2.In
particular,61percentoftheportfoliois
rated2A-andabove(orequivalent);and
— TheGroup’sshareholderportfoliois
welldiversified:noindividualsector3
makesupmorethan15percentofthe
totalportfolio(excludingthefinancial
andsovereignsectors).
c Liquidity risk
(Audited)
Prudential’sliquidityriskarisesfromthe
needtohavesufficientliquidassetstomeet
policyholderandthird-partypayments
astheyfalldue.Thisincorporatestherisk
arisingfromfundscomposedofilliquid
assetsandresultsfromamismatch
betweentheliquidityprofileofassets
andliabilities.Liquidityriskmayimpacton
marketconditionsandvaluationofassets
inamoreuncertainwaythanforotherrisks
likeinterestrateorcreditrisk.Itmayarise,
forexample,whereexternalcapitalis
unavailableatsustainablecost,increased
liquidassetsarerequiredtobeheldas
collateralunderderivativetransactions
orwhereredemptionrequestsaremade
againstPrudentialexternalfunds.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
Prudentialhasnoappetiteforliquidityrisk,
ieforanybusinesstohaveinsufficient
resourcestocoveritsoutgoingcashflows,
orfortheGroupasawholetonotmeet
cashflowrequirementsfromitsdebt
obligationsunderanyplausiblescenario.
TheGrouphassignificantinternalsources
ofliquidity,whicharesufficienttomeetall
ofourexpectedcashrequirementsforat
least12monthsfromthedatethefinancial
statementsareapproved,withouthaving
toresorttoexternalsourcesoffunding.
TheGrouphasatotalof£2.0billionof
undrawncommittedfacilitiesthatcanbe
madeuseof,expiringin2024.Accessto
furtherliquidityisavailablethroughthe
debtcapitalmarketsandanextensive
commercialpaperprogrammeisinplace,
andPrudentialhasmaintainedaconsistent
presenceasanissuerinthemarketfor
thepastdecade.
Anumberofriskmanagementtoolsare
usedtomanageandmitigatethisliquidity
risk,includingthefollowing:
— TheGroup’sliquidityriskpolicy;
— Riskappetitestatements,limits
andtriggers;
— RegularassessmentbytheGroup
andbusinessunitsofLCRswhichare
calculatedunderbothbasecaseand
stressedscenariosandarereported
tocommitteesandtheBoard;
— TheGroup’sLiquidityRisk
ManagementPlan,whichincludes
detailsoftheGroupLiquidityRisk
Frameworkaswellasgapanalysis
ofliquidityrisksandtheadequacy
ofavailableliquidityresourcesunder
normalandstressedconditions;
— Regularstresstesting;
— Ourcontingencyplansandidentified
sourcesofliquidity;
— TheGroup’sabilitytoaccessthe
moneyanddebtcapitalmarkets;
— Regulardeepdiveassessments;and
— TheGroup’saccesstoexternal
committedcreditfacilities.
6.2 Risks arising from the nature of
the Group’s business and industry
a Transformation risk
Anumberofsignificantchange
programmesarecurrentlyrunninginorder
toimplementtheGroup’sstrategicvision,
complywithimpendingregulatorychanges
andtomaintainmarketcompetitiveness.
Manyoftheseprogrammesare
interconnectedwithcomplex
dependenciesand/oroflargescale,
andmayhavefinancialandnon-financial
implicationsiftheyfailtomeettheir
objectives.Additionally,theseprogrammes
inherentlygiverisetodesignandexecution
risks,andmayintroducenew,orincrease
existing,businessrisks.Theseinclude
anincreasedstrainontheoperational
capacity,newly-implementedcontrols
beingineffectiveorgeneralweakening
ofthecontrolenvironmentoftheGroup.
Implementingfurtherstrategicinitiatives
mayamplifytheserisks.Furthermore,
theseprogrammesrequireongoing
oversight,coordinatedindependent
assuranceandregularmonitoringand
consolidatedreporting,aspartofthe
Group’sTransformationRiskFramework,
tomitigatetheriskstothebusiness.
TheGroup’scurrentsignificantchange
programmesrelatetoanexpansionofits
useoftechnology,platformsandanalytics,
improvingtheefficiencyofcertainbusiness
functionsandprocesses(data,systems,
people)andtheestablishmentofnew
third-partyarrangements.TheGroup’s
transformationportfolioalsoincludes
programmesrelatedtoregulatorychange,
includingbutnotlimitedto,thetransition
totheHongKongIA’sGWSframework,
thediscontinuationofIBORsandthe
implementationofIFRS17–seesection
6.3forfurtherinformation.
b Non-financial risks
Inthecourseofdoingbusiness,theGroup
isexposedtonon-financialrisksarising
fromitsoperations,thebusiness
environmentanditsstrategy.Themain
risksacrosstheseareasaredetailedbelow.
Operational risk
Prudentialdefinesoperationalriskasthe
riskofloss(orunintendedgainorprofit)
arisingfrominadequateorfailedinternal
processes,personnelorsystems,orfrom
externalevents.Thisincludesemployee
error,modelerror,systemfailures,fraudor
someothereventwhichdisruptsbusiness
processesorhasadetrimentalimpactto
customers.Processesareestablishedfor
activitiesacrossthescopeofourbusiness,
includingoperationalactivity,regulatory
compliance,andthosesupportingESG
activitiesmorebroadly,anyofwhichcan
exposeustooperationalrisks.Alarge
volumeofcomplextransactionsis
processedbytheGroupacrossanumber
ofdiverseproductsandaresubjecttoa
highnumberofvaryinglegal,regulatory
andtaxregimes.Prudentialhasnoappetite
formateriallosses(directorindirect)
sufferedasaresultoffailingtodevelop,
implementormonitorappropriatecontrols
tomanageoperationalrisks.
TheGroup’soutsourcingandthird-party
relationshipsrequiredistinctoversight
andriskmanagementprocesses.Anumber
ofimportantthird-partyrelationships
existwhichprovidethedistribution
andprocessingofPrudential’sproducts,
bothasmarketcounterpartiesandas
outsourcingpartners,andnewITand
technologypartnersarebeingengaged.
InAsia,theGroupcontinuestoexpand
itsstrategicpartnershipsandrenew
bancassurancearrangementsandinAfrica
Prudentialiscontinuingitsexpansion
throughacquisitions.Thesethird-party
arrangementssupportPrudentialin
providingahighlevelandcost-effective
servicetoourcustomers,buttheyalso
makeusreliantontheoperational
resilienceandperformanceofour
outsourcingpartners.
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TheGroup’srequirementsforthe
managementofmaterialoutsourcing
arrangements,whichareinaccordance
withrelevantapplicableregulations,are
includedthroughitswell-established
Group-widethird-partysupplypolicy.
Third-partymanagementisalsoincluded
intheGroup-wideframeworkandrisk
managementforoperationalrisk(see
below).Third-partymanagementforms
partoftheGroup’soperationalrisk
categorisationsandadefinedqualitative
riskappetitestatement,limitsandtriggers
areinplace.
TheperformanceoftheGroup’score
businessactivitiesplacesrelianceonthe
ITinfrastructure,providedbyourexternal
ITandtechnologypartners,thatsupports
day-to-daytransactionprocessingand
administration.TheITenvironmentmust
alsobesecure,andanincreasingcyber
riskthreatneedstobeaddressedasthe
Group’sdigitalfootprintincreasesandthe
sophisticationofcyberthreatscontinueto
evolve–seeseparateinformationsecurity
risksub-sectionbelow.Exposureto
operationalandotherexternalevents
couldimpactoperationalresilienceby
significantlydisruptingsystems,operations
andservicestocustomers,whichmay
resultinfinancialloss,customerimpacts
andreputationaldamage.
Operationalchallengesalsoexistinkeeping
pacewithregulatorychanges.Thisrequires
implementingprocessestoensureweare,
andremain,compliantonanongoingbasis,
includingregularmonitoringandreporting.
Seesection6.3forfurtherdetailonthe
Group’sregulatoryandlegalrisks.
Business disruption risk
Prudentialrecognisesthatbusiness
disruptionisakeyrisktoeffectivebusiness
operationsanddeliveryofbusiness
services,andhasthepotentialtoimpact
ourcustomersandthemarketmore
broadly.TheGroupthereforecontinuously
seekstodevelopgreaterbusiness
resiliencethroughplanning,preparation,
testingandadaption.Businesscontinuity
management(BCM)isoneofanumber
ofactivitiesundertakenbytheGroup
SecurityfunctionthathelpstheGroup
toprotectitskeystakeholdersandits
systems,andbusinessresilienceisatthe
coreoftheGroup’sembeddedBCM
programme.TheBCMprogrammeand
frameworkareappropriatelylinkedtoall
businessactivities,andincludesbusiness
impactanalyses,riskassessments,incident
managementplans,disasterrecovery
plans,andtheexercisingandexecutionof
theseplans.Basedonindustrystandards,
theBCMprogrammeisdesignedto
providebusinesscontinuitythatmatches
theGroup’sevolvingbusinessneeds
andisappropriatetothesize,complexity
andnatureoftheGroup’soperations.
Prudentialisalsotakingabroader,
multi-functionalapproachtobuilding
greaterbusinessresilience,workingwith
ourexternalthird-partyprovidersand
ourservicedeliveryteamstoimproveour
abilitytowithstand,absorbandrecover
fromdisruptiontoourbusinessservices,
whileminimisingtheimpactonour
customers.TheGroupcontinuously
reviewsanddevelopsitscontingency
plansanditsabilitytorespondeffectively
whendisruptiveincidentsoccur,suchas
thoseresultingfromtheHongKongprotests
andtherecentCOVID-19outbreak.
Businessdisruptionrisksareclosely
monitoredbytheGroupSecurityfunction,
withkeyoperationaleffectivenessmetrics
andupdatesonspecificactivitiesbeing
reportedtotheGroupRiskCommittee
anddiscussedbycross-functional
workinggroups.
Information security risk
and data privacy
Informationsecurityriskremainsanarea
ofheightenedfocusafteranumberof
recenthigh-profileattacksanddatalosses
acrossindustries.Criminalcapabilityin
thisareaismaturingandindustrialising,
withanincreasedlevelofunderstanding
ofcomplexfinancialtransactionswhich
increasestheriskstothefinancial
servicesindustry.Thethreatlandscape
iscontinuouslyevolving,andthesystemic
riskofsophisticatedbutuntargeted
attacksisrising,particularlyduringtimes
ofheightenedgeopoliticaltensions.
Developmentsindataprotection
requirements,suchasGDPRthatcame
intoforceinMay2018andtheCalifornia
ConsumerProtectionActwhichcameinto
forceon1January2020,continuetoevolve
worldwide.Thisincreasesfinancialand
reputationalimplicationsforPrudentialin
theeventofabreachofits(orthird-party
suppliers’)ITsystems.Aswellasprotecting
data,stakeholdersexpectcompaniesand
organisationstousepersonalinformation
transparentlyandappropriately.Giventhis,
bothinformationsecurityanddataprivacy
arekeyrisksfortheGroup.Aswellas
havingpreventativeriskmanagementin
place,itisfundamentalthattheGrouphas
robustcriticalrecoverysystemsinplace
intheeventofasuccessfulattackonits
infrastructure,abreachofitsinformation
securityorafailureofitssystemsinorder
toretainitscustomerrelationshipsand
trustedreputation.
During2019,therevisedorganisational
structureandgovernancemodelforcyber
securitymanagementwasimplemented.
Thischangehasresultedinacentralised
Group-wideInformationSecurityand
Privacyfunction,leveragingskills,tools
andresourcesacrossthebusinessunder
a‘centreofexcellence’model.This
organisationalchangehasincreasedthe
Group’sefficiencyandagilityinresponding
tocybersecurityrelatedincidentsandhas
facilitatedincreasedcollaborationbetween
businessunitsleveragingtheirrespective
strengthsindeliveringtheGroup-wide
informationsecurityprogramme.
Thestrategicobjectivesoftheprogramme
includeachievingconsistencyinthe
executionofsecuritydisciplinesacross
theGroup,improvingvisibilityacross
Prudential’sbusinessesanddeployment
ofautomationtodetectandaddress
threats.Italsoincludesachievingsecurity
bydesignbyaligningsubjectmatter
expertisetotheGroup’sdigitaland
businessinitiativestoembedsecurity
controlsacrossplatformsandecosystems.
Implementationoftheoperatingmodel
andprogressagainstthesestrategic
objectiveshavecontinuedovertheyear.
TheBoardreceivesperiodicupdateson
informationsecurityriskmanagement
throughouttheyear.Groupfunctions
workwiththebusinessunitstoaddress
riskslocallywithinthenationalandregional
contextofeachbusinessfollowingthe
strategicdirectionoftheGroup-wide
informationsecurityfunction.
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ANDHOWTHESEAREMANAGED
CONTINUED
Financial crime risk
Aswithallfinancialservicesfirms,
Prudentialisexposedtorisksrelating
tomoneylaundering(theriskthatthe
productsorservicesoftheGroupare
usedbycustomersorotherthirdpartiesto
transferorconcealtheproceedsofcrime);
fraud(theriskthatfraudulentclaimsor
transactions,orprocurementofservices,
aremadeagainstorthroughthebusiness);
sanctionscompliance(theriskthatthe
Groupundertakesbusinesswith
individualsandentitiesonthelistsofthe
mainsanctionsregimes);andbriberyand
corruption(theriskthatemployeesor
associatedpersonsseektoinfluencethe
behaviourofotherstoobtainanunfair
advantageorreceivebenefitsfromothers
forthesamepurpose).
Prudentialoperatesinsomehigh-risk
countrieswhere,forexample,the
acceptanceofcashpremiumsfrom
customersmaybecommonpractice,
large-scaleagencynetworksmaybe
inoperationwheresalesareincentivised
bycommissionandfeesorwherethere
isahigherconcentrationofexposure
topolitically-exposedpersons.
TheGroup-widepolicieswehaveinplace
onanti-moneylaundering,fraud,sanctions
andanti-briberyandcorruptionreflectthe
values,behavioursandstandardsthatare
expectedacrossthebusiness.AcrossAsia,
screeningandtransactionmonitoring
systemsareinplaceandaseriesof
improvementsandupgradesarebeing
implemented,whileaprogrammeof
compliancecontrolmonitoringreviewsis
beingundertaken.Riskassessmentsare
performedannuallyathigherrisklocations.
Duediligencereviewsandassessments
againstPrudential’sfinancialcrimepolicies
areperformedaspartoftheGroup’s
businessacquisitionprocess.TheGroup
continuestoundertakestrategicactivity
tomonitorandevaluatetheevolvingfraud
risklandscape,mitigatethelikelihoodof
fraudoccurringandincreasetherateof
detection.
TheGrouphasinplaceamature
confidentialreportingsystemthrough
whichstaffandotherstakeholderscan
reportconcernsrelatingtopotential
misconduct.Theprocessandresults
ofthisareoverseenbytheGroup
AuditCommittee.
Group-wide framework and risk
management for operational risk
Therisksdetailedaboveformkeyelements
oftheGroup’soperationalriskprofile.In
ordertoidentify,assess,manage,control
andreporteffectivelyonalloperational
risksacrossthebusiness,aGroup-wide
operationalriskframeworkisinplace.
Thekeycomponentsoftheframeworkare:
TheGroupOperationalRiskPolicy,
standardsandoperationalriskappetite
frameworksitalongsideotherriskpolicies
andstandardsthatindividuallyengage
withkeyoperationalrisks,including
outsourcingandthird-partysupply,
businesscontinuity,financialcrime,
technologyanddata,operations
processesandextentoftransformation.
— Applicationofariskandcontrol
assessment(RCA)process,where
operationalriskexposuresareidentified
andassessedaspartofaperiodical
cycle.TheRCAprocessconsidersa
rangeofinternalandexternalfactors,
includinganassessmentofthecontrol
environment,todeterminethe
business’smostsignificantrisk
exposuresonaprospectivebasis;
— Aninternalincidentmanagement
process,whichidentifies,quantifies
andmonitorsremediationconducted
throughrootcauseanalysisand
applicationofactionplansforrisk
eventsthathaveoccurredacross
thebusiness;
Thesepoliciesandstandardsinclude
subjectmatterexpert-ledprocessesthat
aredesignedtoidentify,assess,manage
andcontroloperationalrisks,including:
— Atransformationriskframeworkthat
assesses,managesandreportsonthe
end-to-endtransformationlifecycle,
projectprioritisationandtherisks,
interdependenciesandpossible
conflictsarisingfromalargeportfolio
oftransformationactivities;
— Internalandexternalreviewofcyber
securitycapabilityanddefences;
— Regularupdatingandtestingof
elementsofdisaster-recoveryplansand
theCriticalIncidentProcedureprocess;
— Ascenarioanalysisprocessforthe
— Groupandbusinessunit-level
quantificationofextreme,yetplausible
manifestationsofkeyoperationalrisks
acrossthebusinessonaforward-
lookingbasis.Thisiscarriedoutatleast
annuallyandsupportsexternaland
internalcapitalrequirementsaswellas
informingriskoversightactivityacross
thebusiness;and
— Anoperationalriskappetiteframework
thatarticulatesthelevelofoperational
riskexposurethebusinessiswilling
totolerate,coveringalloperational
riskcategories,andsetsoutescalation
processesforbreachesofappetite.
Outputsfromtheseprocessesand
activitiesperformedbyindividualbusiness
unitsaremonitoredbytheGroupRisk
function,whichprovidesanaggregated
viewoftheriskprofileacrossthebusiness
totheGroupRiskCommitteeandBoard.
Thesecoreframeworkcomponentsare
embeddedacrosstheGroupviatheGroup
OperationalRiskPolicyandStandards
documents,whichsetoutthekey
principlesandminimumstandardsfor
themanagementofoperationalriskacross
theGroup.
complianceoversightandtestingin
respectofadherencewithin-force
regulations;
— Regulatorychangeteamsinplace
toassistthebusinessinproactively
adaptingandcomplyingwith
regulatorydevelopments;
— Onfinancialcrimerisks,screening
andtransactionmonitoringsystems
areinplaceandaprogrammeof
compliancecontrolmonitoringreviews
isundertaken,aswellasregularrisk
assessments;
— Aframeworkisinplaceforemerging
riskidentificationandanalysisin
ordertocapture,monitorandallow
ustoprepareforoperationalrisks
thatmaycrystallisebeyondthe
short-termhorizon;
— Corporateinsuranceprogrammesto
limitthefinancialimpactofoperational
risks;and
— Reviewsofkeyoperationalrisksand
challengeswithinGroupandbusiness
unitbusinessplans.
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Theseactivitiesarefundamentalin
maintaininganeffectivesystemof
internalcontrol,andassuchoutputs
fromthesealsoinformcoreRCA,incident
managementandscenarioanalysis
processesandreportingonoperational
risk.Furthermore,theyalsoensurethat
operationalriskconsiderationsare
embeddedinkeybusinessdecision-
making,includingmaterialbusiness
approvalsandinsettingandchallenging
theGroup’sstrategy.
c Insurance risks
(Audited)
Insuranceriskmakesupasignificant
proportionofPrudential’soverallrisk
exposure.Theprofitabilityofitsbusinesses
dependsonamixoffactors,includinglevels
of,andtrendsin,mortality(policyholders
dying),morbidity(policyholdersbecoming
ill)andpolicyholderbehaviour(variabilityin
howcustomersinteractwiththeirpolicies,
includingutilisationofwithdrawals,take-up
ofoptionsandguaranteesandpersistency,
ielapsingofpolicies),andincreasesinthe
costsofclaims,includingthelevelof
medicalexpensesincreasesoverand
abovepriceinflation(claiminflation).
TheGrouphasappetiteforretaining
insurancerisksinordertocreate
shareholdervalueintheareaswhereit
believesithasexpertiseandcontrolsto
managetheriskandcansupportsuchrisk
withitscapitalandsolvencyposition.
TheprincipaldriversoftheGroup’s
insuranceriskvaryacrossitsbusinessunits.
AcrossAsia,whereasignificantvolume
ofhealthandprotectionbusinessiswritten,
themostsignificantinsurancerisksare
morbidityrisk,persistencyrisk,andmedical
inflationrisk.InJackson,policyholder
behaviourriskisparticularlymaterial,
especiallyinthetakeupofoptionsand
guaranteesonvariableannuitybusiness.
InAsia,Prudentialwritessignificant
volumesofhealthandprotectionbusiness,
andsoakeyassumptionistherateof
medicalinflation,whichisofteninexcess
ofgeneralpriceinflation.Thereisariskthat
theexpensesofmedicaltreatmentincrease
morethanexpected,sothemedicalclaim
costpassedontoPrudentialishigherthan
anticipated.Medicalexpenseinflationrisk
isbestmitigatedbyretainingtherightto
repriceourproductseachyearandby
havingsuitableoverallclaimlimitswithin
ourpolicies,eitherlimitspertypeofclaim
orintotalacrossapolicy.Prudential’s
morbidityriskismitigatedbyappropriate
underwritingwhenpoliciesareissuedand
claimsarereceived.Ourmorbidity
assumptionsreflectourrecentexperience
andexpectationoffuturetrendsforeach
relevantlineofbusiness.
TheGroup’spersistencyassumptions
reflectsimilarlyacombinationofrecent
pastexperienceforeachrelevantlineof
businessandexpertjudgement,especially
wherealackofrelevantandcredible
experiencedataexists.Anyexpected
changeinfuturepersistencyisalso
reflectedintheassumptions.Persistency
riskismanagedbyappropriatetrainingand
salesprocesses(includingactivecustomer
engagementandservicequality)and
managedlocallypost-salethrough
regularexperiencemonitoringandthe
identificationofcommoncharacteristics
ofbusinesswithhighlapserates.Where
appropriate,allowanceismadeforthe
relationship(eitherassumedorobserved
historically)betweenpersistencyand
investmentreturnsandanyadditionalrisk
isaccountedfor.Modellingthisdynamic
policyholderbehaviourisparticularly
importantwhenassessingthelikely
take-uprateofoptionsembeddedwithin
certainproducts.Theeffectofpersistency
ontheGroup’sfinancialresultscanvary
butdependsmostlyonthevalueofthe
productfeaturesandmarketconditions.
Prudential’sinsurancerisksaremanaged
andmitigatedusingthefollowing:
— TheGroup’sinsurance,productand
underwritingriskpolicies;
— Theriskappetitestatements,limits
andtriggers;
— Usingpersistency,morbidityand
longevityassumptionsthatreflect
recentexperienceandexpectationof
futuretrends,andindustrydataand
expertjudgementwhereappropriate;
— Usingreinsurancetomitigatemortality
andmorbidityrisks;
— Ensuringappropriatemedical
underwritingwhenpoliciesareissued
andappropriateclaimsmanagement
practiceswhenclaimsarereceived
inordertomitigatemorbidityrisk;
— Maintainingthequalityofsales
processes,trainingandusinginitiatives
toincreasecustomerretentioninorder
tomitigatepersistencyrisk;
— Usingproductrepricingandother
claimsmanagementinitiativesinorder
tomitigatemedicalexpenseinflation
risk;and
— Regulardeepdiveassessments.
6.3 Risks related to regulatory
and legal compliance
RegulatoryrisksmayimpactPrudential’s
businessorthewayinwhichitis
conducted.Thiscoversabroadrangeof
risksincludingchangesingovernment
policyandlegislation,capitalcontrol
measures,andnewregulationsateither
nationalorinternationallevel.Inaddition
totherisksarisingfromregulatorychange,
thebreadthoflocalandGroup-wide
regulatoryarrangementspresentsthe
riskthatregulatoryrequirementsarenot
fullymet,resultinginspecificregulator
interventionsoractionsincluding
retrospectiveinterpretationofstandards
byregulatorswhichmayresultin
regulatorycensureorsignificantadditional
coststothebusiness.
On21October2019,theHongKong
IAbecamePrudential’sGroup-wide
supervisor,andtheGroupcontinues
toengagewiththesupervisoronthe
Group-wideSupervision(GWS)
Framework,whichisexpectedtobe
finalisedinthesecondhalfof2020.
Thefocusofsomegovernmentstoward
moreprotectionistorrestrictiveeconomic
andtradepoliciescouldimpactonthe
degreeandnatureofregulatorychanges
andPrudential’scompetitivepositionin
somegeographicmarkets.Thiscouldtake
effect,forexample,throughincreased
frictionincross-bordertrade,capital
controlsormeasuresfavouringlocal
enterprisessuchaschangestothe
maximumlevelofnon-domesticownership
byforeigncompanies.Thesedevelopments
continuetobemonitoredbytheGroup
atanationalandgloballevelandthese
considerationsformpartoftheGroup’s
ongoingengagementwithgovernment
policyteamsandregulators.
Effortstocurbsystemicriskandpromote
financialstabilityarealsounderway.
Attheinternationallevel,theFinancial
StabilityBoard(FSB)continuestodevelop
recommendationsfortheasset
managementandinsurancesectors,
includingongoingassessmentofsystemic
riskmeasures.TheInternational
AssociationofInsuranceSupervisors(IAIS)
hascontinueditsfocusonthefollowing
twokeydevelopments.
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ANDHOWTHESEAREMANAGED
CONTINUED
TheIAISisdevelopingtheICSaspartof
ComFrame.TheimplementationofICSwill
beconductedintwophases–afive-year
monitoringphasefollowedbyan
implementationphase.ComFramewill
moregenerallyestablishasetofcommon
principlesandstandardsdesignedtoassist
supervisorsinaddressingrisksthatarise
frominsurancegroupswithoperations
inmultiplejurisdictions.TheComFrame
proposals,includingICS,couldresultin
enhancedcapitalandregulatorymeasures
forIAIGs,forwhichPrudentialislikely
tosatisfythecriteria.TheAggregation
Methodisoneoftheapproachesbeing
consideredaspartoftheICSandthe
relatedproposalsarebeingledbythe
NationalAssociationofInsurance
Commissioners(NAIC).Alongsidethe
currentICSdevelopments,theNAICisalso
developingitsGroupCapitalCalculation
(GCC)forthesupervisionofinsurance
groupsintheUS.TheGCCisintendedto
bearisk-basedcapital(RBC)aggregation
methodology.IndevelopingtheGCC,
theNAICwillalsoconsiderGroupcapital
developmentsbytheUSFederalReserve
Board,whichwillinformtheUSregulatory
associationinitsconstructionofaUSgroup
capitalcalculation.
TheFSBhasendorsedanewholistic
framework(HF)forsystemicriskfor
implementationbytheIAISin2020and
suspendedG-SIIdesignationsuntila
reviewtobeundertakenin2022.Manyof
thepreviousG-SIImeasureshavealready
beenadoptedintotheinsurancecore
principles(ICPs)andComFrame–the
commonframeworkforthesupervision
ofinternationallyactiveinsurancegroups
(IAIGs).Prudentialislikelytosatisfythe
criteriaofanIAIGandthereforecontinue
tobesubjecttothesemeasures.TheHF
alsoincludesamonitoringelementforthe
identificationofabuild-upofsystemicrisk
andtoenablesupervisorstotakeaction
whereappropriate.TheIAIShasalready
consultedonanapplicationpaperonthe
liquidityriskelementsintroducedinto
theICPsandComFramewithafurther
consultationfocusedonmacroeconomic
elementsexpectedtofollowin2021.
IncertainjurisdictionsinwhichPrudential
operatestherearealsoanumberof
ongoingpolicyinitiativesandregulatory
developmentsthatarehaving,andwill
continuetohave,animpactontheway
Prudentialissupervised.Decisionstaken
byregulators,includingthoserelatedto
solvencyrequirements,corporateor
governancestructures,capitalallocation,
financialreportingandriskmanagement
mayhaveanimpactonourbusiness.
InMay2017,theInternationalAccounting
StandardsBoard(IASB)publishedIFRS17
whichwillintroducefundamentalchanges
totheIFRS-basedreportingofinsurance
entitiesthatprepareaccountsaccording
toIFRSfrom2021.InJune2019,theIASB
publishedanexposuredraftproposinga
numberoftargetedamendmentstothis
newstandardincludingthedeferralof
theeffectivedatebyoneyearfrom2021
to2022.Asaresultofcommentson
thisexposuredraft,theIASBplansto
redeliberateonanumberofareasofIFRS
17,withanamendedstandardexpectedto
beissuedinmid-2020.IFRS17isexpected
to,amongotherthings,includealteringthe
timingofIFRSprofitrecognition,andthe
implementationofthestandardislikely
torequirechangestotheGroup’sIT,
actuarialandfinancesystems.TheGroup
isreviewingthecomplexrequirements
ofthisstandardandconsideringits
potentialimpact.
IntheUS,variousinitiativesareunder
waytointroducefiduciaryobligationsfor
distributorsofinvestmentproducts,which
mayreshapethedistributionofretirement
products.Jacksonhasintroduced
fee-basedvariableannuityproductsin
responsetothepotentialintroduction
ofsuchrules,andweanticipatethatthe
business’sstrongrelationshipswith
distributors,historyofproductinnovation
andefficientoperationsshouldfurther
mitigateanyimpacts.
InAsia,regulatoryregimesare
developingatdifferentspeeds,drivenby
acombinationofglobalfactorsandlocal
considerations.Newlocalcapitalrules
andrequirementscouldbeintroducedin
theseandotherregulatoryregimesthat
challengelegalorownershipstructures,
orcurrentsalespractices,orcouldbe
appliedtosalesmadepriortotheir
introductionretrospectively,whichcould
haveanegativeimpactonPrudential’s
businessorreportedresults.
InJuly2014,theFinancialStabilityBoard
(FSB)announcedwidespreadreforms
toaddresstheintegrityandreliability
ofinter-bankofferrates(IBORs).The
discontinuationofIBORsintheircurrent
formandtheirreplacementwithalternative
risk-freereferenceratessuchasthe
SterlingOvernightIndexAverage
benchmark(SONIA)intheUKandthe
SecuredOvernightFinancingRate(SOFR)
intheUScould,amongotherthings,
impacttheGroupthroughanadverse
effectonthevalueofPrudential’sassets
andliabilitieswhicharelinkedto,orwhich
referenceIBORs,areductioninmarket
liquidityduringanyperiodoftransition
andincreasedlegalandconductrisksto
theGrouparisingfromchangesrequired
todocumentationanditsrelated
obligationstoitsstakeholders.
Riskmanagementandmitigationof
regulatoryriskatPrudentialincludes
thefollowing:
— RiskassessmentoftheBusinessPlan
whichincludesconsiderationofcurrent
strategies;
— Closemonitoringandassessment
ofourbusinessenvironmentand
strategicrisks;
— Theconsiderationofriskthemes
instrategicdecisions;and
— Ongoingengagementwithnational
regulators,governmentpolicyteams
andinternationalstandardsetters.
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Afailuretomaintainhighstandardsof
corporategovernancemayadversely
impacttheGroupanditscustomers,staff
andemployees,throughpoordecision-
makingandalackofoversightofitskey
risks,particularlyinjointventuresor
partnershipswherePrudentialdoes
nothavedirectoverallcontrol.Poor
governancemayarisewherekey
governancecommitteeshaveinsufficient
independence,alackofdiversity,skillsor
experienceintheirmembers,orunclear
(orinsufficient)oversightresponsibilities
andmandates.Inadequateoversightover
remunerationincreasestheriskofpoor
seniormanagementbehaviours.Prudential
operatesacrossmultiplejurisdictionsand
hasagroupandsubsidiarygovernance
structurewhichmayaddfurther
complexitytotheseconsiderations.
FurtherinformationonhowPrudential
addressesmaterialrisksassociated
withESGthemesisincludedinthe
ESGSummary.
changeincountriesinwhichPrudential,or
itskeythirdparties,operatecouldimpact
onitsoperationalresilienceandcould
changeitsclaimsprofile.Moreinformation
abouttheactivitiestheGroupis
undertakingtoincreaseitsunderstanding
andriskmanagementoftheseclimate-
relatedriskscanbefoundintheclimate
sectionoftheESGSummary.
SocialrisksthatcouldimpactPrudential
includetheemergingpopulationrisks
associatedwithpublichealthtrends(such
asanincreaseinobesity)anddemographic
changes(suchaspopulationurbanisation)
whichmayimpactcustomerlifestylesand
thereforemayimpactclaimsagainstthe
Group’sinsuranceproductofferings.Asa
lifeandhealthinsurer,wearecommitted
toplayingagreaterroleinpreventingand
postponingillnessinordertoprotectour
customers.Furtherinformationabouthow
weareinvestinginartificialintelligence
technologytoenableaccesstoan
affordableandqualityhealthcaredigital
offeringcanbefoundwithinthePulse
casestudyincludedintheESGSummary.
Othersocialrisksmayarisefromafailure
toconsidertherights,diversity,well-being,
andinterestsofpeopleandcommunities
inwhichtheGroup,oritsthirdparties,
operates.Theserisksareincreasedas
Prudentialoperatesinmultiplejurisdictions
withdistinctlocalculturesand
considerations.Asanemployer,theGroup
isalsoexposedtotheriskofbeingunable
toattract,retainanddevelophighly-skilled
staff,whichcanbeincreasedwhere
Prudentialdoesnothaveresponsible
workingpractices.
6.4 Environmental, social
and governance risks
Thebusinessenvironmentinwhich
Prudentialoperatesiscontinuallychanging
andrespondingeffectivelytothose
materialrisksassociatedwithESGthemes
iscrucialinmaintainingPrudential’sbrand
andreputation,itsabilitytoattractand
retaincustomersandstaff,andinturnits
financialperformanceanditslong-term
strategy.TheGroupmaintainsactive
engagementwithitskeystakeholdersasit
respondstoESG-relatedmatters,including
investors,customers,employees,
governments,policymakersandregulators
initskeymarkets,aswellaswith
internationalinstitutions–allofwhomhave
expectationsinthisareawhichmaydiffer.
Policiesandprocedurestosupporthow
theGroupoperatesinrelationtocertain
ESGtopicsareincludedintheGroup
GovernanceManual.Prudentialmanages
keyESGissuesthroughamulti-disciplinary
approachwithfunctionalownershipfor
ESGtopics.TheESGExecutiveCommittee
coordinatestheseactivitiesandseeks,
asoneofitsaims,toensureaconsistent
approachinmanagingESGconsiderations
initsbusinessactivities,including
investmentactivities.Itissupported
byseniorfunctionalleadersand
representativesfromtheGroup’sbusiness
units,includingthechiefinvestment
officersoftheGroup’sassetmanagers.
Theenvironmentalrisksassociatedwith
climatechangeisoneESGareathatposes
significantriskstoPrudentialandits
customers.Theglobaltransitiontoalower
carboneconomycouldpotentiallysee
thefinancialassetsofcarbon-intensive
companiesre-priceasaresultoffacing
significantlyhighercostsordecreasing
demandfortheirproductsandservices.
Thespeedofthistransition,includingthe
extenttowhichitisorderlyandmanaged,
willbeinfluencedbyfactorssuchaspublic
policy,technologyandchangesinmarket
orinvestorsentiment.This‘transitionrisk’
mayadverselyimpactthevaluationof
investmentsheldbytheGroup.TheGroup
expectsthephysicalimpactsofclimate
change,drivenbybothspecificshort-term
climate-relatedeventssuchasnatural
disastersandlonger-termchangesin
thenaturalenvironment,toincreasingly
influencethelongevity,mortalityand
morbidityriskassessmentsofthe
Group’sproductofferings.Climate-driven
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationGROUPCHIEFRISKANDCOMPLIANCEOFFICER’SREPORTONTHERISKSFACINGOURBUSINESS
ANDHOWTHESEAREMANAGED
CONTINUED
Assessment of principal risks
over the period
TheGroup’sbusinessplanimplementsthe
Group’sstrategicobjectivesthroughthe
businessmodelandactivitiesdiscussed
onpages12to15.Mattersconsideredas
partofthatplanningprocessincludedthe
impactofpursuingamorediversified
productmixintheUS,theimpactofthe
recentprotestsinHongKongonsales
andtheeconomicoutlookforHongKong.
Assessmentoftheriskstoachievingthe
projectedperformanceremainsanintegral
partoftheplanningprocess.TheGroup’s
approachtoriskmanagementanda
summaryofthekeyrisksfacingtheGroup
aresetoutonpages51to71.
ForthepurposesofassessingtheGroup’s
viability,theDirectorsconsideredthose
riskswheretheimpactofpossibleadverse
externaldevelopmentscouldbeofsuch
speedandseveritytopresentashockto
theGroup’sfinancialposition.Therisks
considered,fromthosedetailedonpages
59to61are:marketrisk,creditrisk,
liquidityriskandregulatoryrisk.The
Directorsconsideredthemacroeconomic
environmentandgeopoliticalrisksinthe
marketswhichtheGroupoperates,aswell
assubsequentlyconsideringtheimpactof
theoutbreakofcoronavirus(‘COVID-19’),
whichcouldtriggerwidereconomic
consequencessuchasslowdownor
recessioninkeyeconomiesandnegative
impactsintheglobalfinancialmarket.
AlloftheGroup’sactivitiesare
underpinnedbyongoingrisk
management,implementedviatheGroup
RiskFrameworkandriskappetitelimits
describedonpages55to58.TheGroup’s
managementofwiderenvironmental,
socialandgovernanceissuesthatcould
poseariskinthefuturetotheGroupis
setoutintheEnvironmental,Socialand
Governancesummaryreportonpages76
to87.Thisfocussupportsthesustainability
ofourbusinessoverthelongerterm.
TheGroupasawholeandeachofits
lifeassuranceoperationsaresubjectto
extensiveregulationandsupervision,
whicharedesignedprimarilytoreinforce
theGroup’smanagementofitslong-term
solvency,liquidityandviabilitytoensure
thatitcancontinuetomeetobligations
topolicyholders.Furtherdetailsonthe
currentcapitalstrengthoftheGroupare
providedonpages37to39.
Period of viability assessment
TheDirectorshaveassessedtheviability
oftheGroupforaperiodlongerthan
the12monthsrequiredbythegoing
concernstatement.
TheDirectorsperformedtheassessment
byreferencetothethree-yearplanperiod
to31December2022.Threeyearsis
consideredanappropriateperiodasit
representstheperiodcoveredbythe
detailedbusinessplanthatisprepared
annuallyonarollingthree-yearbasis.
Inapprovingthebusinessplan,the
DirectorsreviewedtheGroup’sprojected
performancewithregardstoprofitability,
cashgenerationandcapitalposition,
togetherwiththeparentcompany’s
liquidityoverthisthree-yearperiod.
Thisprojectioninvolvessettinganumber
ofeconomicandotherassumptionsthat
areinherentlyvolatileoveramuchlonger
reportingperiod.Suchassumptions
includeforeignexchangerates,interest
rates,economicgrowthrates,theimpact
onthebusinessenvironmentarisingfrom
geopoliticaleventsandcontinuedlevel
ofchangesinregulationandsupervision.
TheDirectorsaresatisfiedthatthis
periodissufficienttoenableareasonable
assessmentofviabilitytobemade.
Viability statement prepared in
accordance with Provision 31 of the
UK Corporate Governance Code
The Group’s longer-term prospects
Prudentialaimstomeetthesavingsand
investmentneedsofitscustomers,which
bytheirverynaturecanoftenbeovera
timeframeofmanyyears.Alignedwiththis
objective,inthemarketsinwhichit
operatesitseekstoprovideproductsand
servicesthatalignwithimportantglobal
socialneeds,suchasaccesstohealthcare,
protectionagainstpoverty,securityfor
ageingpopulationsandinvestmentin
infrastructureandtherealeconomy.
Prudentialisfocusedoncapturingthe
structuralgrowthopportunityarisingfrom
theseneeds.Thedriversforthisstructural
growth,suchasthelowpenetrationrates
acrosstheAsianregion,arediscussed
onpages18to27alongsidetheactivities
weundertooktoexpandourproductset
andcustomerreachduring2019.In
undertakingtheseactivitiesweaimtoboth
meettheevolvingneedsofourcustomers
andprovidesustainablegrowthforour
shareholders,whichwillultimatelyleadto
theviabilityofourbusinessoverthelonger
term.IntheUS,theGroupisfocusedon
deliveringproductsthatwillhelpmitigate
theworrymanyretireeshaveofrunning
outofmoneyduringretirement,as
employer-basedplansaredisappearing
andmanyindividualshaveinsufficient
accumulationofassetsovertheirworking
life.FurtherdetailsofhowJacksonis
meetingthisneedaresetoutonpages
28to33.
Aswellascapturingthestructuralgrowth
opportunitiesoutlinedabove,theGroup
seekstocontinuallyenhanceitscapabilities
withaviewtoremainingrelevantinan
ever-changingworld.Recentfocushas
beenondigitaldevelopmentandinvesting
innewandexistingpartnershipstoensure
ourproductsreachthecustomersweseek
toserve.InAsia,wedeveloped‘Pulseby
Prudential’HealthEcosystem,anall-in-one
digitalapp,andenteredintoanew
strategicpartnershipwithOVO,thelargest
digitalpaymentplatforminIndonesia.
IntheUS,wehavebeenactivelyengaged
withFinTechpartnerstohelpillustrate
thebenefitsalifetimeincomesolutioncan
providewithinacomprehensivewealth
managementplan.Thisisintendedtogive
thefinancialadviserthenecessarytoolsto
customiseaccordingtotheuniqueneeds
andgoalsoftheclient.
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Theimpactonthebusinessofknownareas
ofregulatorychangewhosefinancial
implicationscanbereasonablyquantified
isalsoconsideredaspartoftheplan.
Aswellasknownareasofregulatory
change,theGroupisexposedtotherisk
ofsuddenandunexpectedchangesin
regulatoryrequirementsattheGroupand
locallevels.Whileunexpectedchanges
cannotbefullyanticipatedandhence
modelled,theriskofregulatorychange
ismitigatedbycapitalheldbytheGroup
anditssubsidiariesinexcessofGroupand
localregulatoryrequirements,theGroup
anditssubsidiaries’abilitytogenerate
significantcapitalannuallythrough
operationaldeliveryandtheavailability
ofcompensatingactionsdesignedto
restorekeycapitalmetrics.
Conclusion on viability
Basedonthisassessment,theDirectors
haveareasonableexpectationthatthe
Groupwillbeabletocontinueinoperation
andmeetitsliabilitiesastheyfalldue
overthethree-yearplanperiodto
December2022.
Stress and scenario testing
Asnotedabove,underpinningthe
projectionsinthebusinessplanarea
numberofeconomicandother
assumptions.ToevaluatetheGroup’s
resiliencetosignificantdeteriorationsin
marketandcreditconditionsandother
shockevents,theserisksaregrouped
togetherintoscenarioswhicharethen
appliedtotheassumptionsunderlyingthe
businessplansconsidered.Forexample,
scenarioswereusedtoassessthepotential
impactofupordowninterestrate
movementscombinedwithcorporatecredit
spreadwidening,fallingequityvaluesand
insurancestresses(suchaschangesin
policyholderbehaviour,includinglapses,
andincreasedmorbidityinAsia),together
withtheimpactoncentralliquidityofa
scenarioassumingtheclosureofshort-
termdebtmarkets,aswellasadditional
callsonliquiditybythebusinessunits.
Thescenariostestedshowedthatthe
Groupwouldbeabletomaintainviability
overthethree-yearperiodunder
assessment,aftertakingaccountofthe
actionsavailabletomanagementto
mitigatetheimpactsoncapitalandliquidity
insuchscenarios.Inaddition,theGroup
conductsanannualreversestresstest
whichgivestheDirectorsan
understandingofthemaximumresilience
oftheGrouptoextremelysevereadverse
scenarios.Thisanalysisassistsin
identifyingmanagementactionsthat
couldbeimplementedtorestorethe
Group’scapitalandliquidityresources
fromextremepositions.Thisanalysisalso
informstheGroup’srecoveryplanand
liquidityriskmanagementplan.
Notes
1 Excludingassetsheldtocoverlinkedliabilitiesandthose
oftheconsolidatedunittrustsandsimilarfunds.
2 BasedonhierarchyofStandard&Poor’s,Moody’sand
Fitch,whereavailableandifunavailable,NAICandother
externalratingshavebeenused.
3 Sourceofsegmentation:BloombergSector,Bloomberg
GroupandMerrillLynch.Anythingthatcannotbeidentified
fromthethreesourcesnotedisclassifiedasother.Excludes
debtsecuritiesfromotheroperations.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationESG SUMMARY
Purpose and responsibility
We exist to take the financial risk out of the biggest events in the lives of our customers,
enabling them to face the future with confidence. As well as providing life and health
protection, savings opportunities to meet family goals, and retirement income,
we aspire to lead in new areas aligned with this purpose.
We are helping consumers postpone
and prevent ill-health through digital
innovation, increasing access to finance
and providing solutions for an ageing
world. At the same time, we are investing
our customers’ savings in the real economy,
helping to drive sustainable growth.
We are working every day to be a better
and more sustainable business that
continues, through our strong and clear
sense of purpose, to have a positive impact.
We are committed to delivering the best
possible performance across all areas of
our environmental, social and governance
(ESG) activity, and we are continuing to
develop to improve the way we work in the
interest of all our stakeholders.
Non-financial information statement
We recognise that to help our customers
de-risk their lives, we need to take a
long-term view on a wide range of issues
that affect our business and the
communities in which we operate.
To do this, we maintain a proactive dialogue
with our stakeholders to ensure that we
are managing these issues sustainably
and delivering long-term value. Further
information on our engagement with
our stakeholders can be found in our
Section 172 statement below.
This strategic report complies with the
Non-Financial Reporting requirements
contained in sections 414CA and 414CB
of the Companies Act 2006. This ESG
summary provides an overview of our
activities and progress in 2019 across a
range of areas in which we have helped
to provide benefits to stakeholders
throughout the markets in which we
operate. For us, ESG means:
— What we do – the products we offer,
our customer service, our human capital
and the assets we own and operate; and
— How we do it – understanding our
customers and providing suitable
solutions that meet their needs,
fostering long-term relationships
with our stakeholders, investing in
our people and making responsible
investments, in order to generate
sustainable long-term returns in line
Responsible investment
Environment
Climate
Overview, relevant risks and
associated management
practices – page 78
Relevant KPIs: greenhouse
gas emissions –
page 84
People
Overview, relevant risks and associated
management practices – page 81
Relevant KPIs: gender diversity – page 81
People
Overview, relevant risks and
associated management practices
– page 82
Employees
Environmental
matters
Human rights
Group-wide policies
and due diligence
– pages 75 to 76
Anti-bribery
and
anti-corruption
matters
Social
matters
Business integrity
Overview, relevant risks and
associated management practices
– page 80
Business model
– pages 14 to 15
Principal risks
– pages 59 to 69
Communities
Technology
Relevant KPIs: community
investment, fundraising and
donations, employee volunteering
hours – page 86
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with our risk appetite, meet our
customers’ needs and help build the
communities in which we operate.
Our ESG approach underpins the
delivery of our strategy, generating
sustainable earnings and resilient
capital growth, enabling us to deliver
on our promises to our customers.
More detailed information on our ESG
activities is available in our 2019 ESG
report found at www.prudentialplc.com/
investors/reports/2019.
UK Companies Act,
Section 172 Statement
Section 172 of the UK Companies Act
requires each Director to act in a way that
he or she considers, in good faith, would be
most likely to promote the success of the
company for the benefit of its members as
a whole. In doing this, Section 172 requires
a Director to have regard (among other
matters) to the needs of employees,
suppliers, customers and other wider
stakeholder interests. During 2019 we
engaged with our various stakeholder
groups closely and we took account of their
concerns in our decision-making. Below
we have outlined how we have engaged
with our stakeholders and the outcome of
that engagement.
How we meet our Section 172 duty
We ensure that our Board meets its duty
under Section 172 of the UK Companies
Act in a number of ways. A briefing note
is circulated in advance of each Board
meeting reminding Directors of their
statutory duties under Section 172
and reiterating who the Group’s key
stakeholders are. The annual Board
evaluation process takes into account how
the operation of the Board affects the
consideration of stakeholder issues and
seeks to identify improvements in this area.
We ensure that our Section 172 obligations
are taken into account in our Board
succession planning and training,
stakeholder engagement is addressed
in the Board’s Terms of Reference, and
there is guidance for individuals who
prepare Board papers that references
Section 172 duties and our key
stakeholders. We ensure that we take
account of any conflicts between different
stakeholder concerns, and resolve such
conflicts as smoothly as possible at the
highest level necessary. The Board ensures
that it listens to and acts on the views of a
diverse range of shareholders, from large
institutions to individuals, recognising that
different types of investor have different
investment mandates and varied
stewardship approaches. Information on
the independence of our Non-executive
Directors can be found in the Governance
report on page 115. Through our Group
Code of Business Conduct, we ensure that
we maintain the highest standards of
behaviour throughout our business. Our
Group Code of Business Conduct sets out
the standards the Board expects in relation
to employee behaviour and our business
units run mandatory training programmes
to highlight the personal obligations
applicable to each individual. The Board
reviews both the content of the Group
Code of Business Conduct and business
unit compliance each year. Meanwhile our
Group-wide whistleblowing programme,
Speak Out, enables all stakeholders to raise
concerns, helping to maintain the highest
standards of behaviour.
Alongside continuing to build our business
and serve the needs of our customers,
during 2019 our main activity was the
demerger of M&G plc from the Group,
which we completed successfully on
21 October 2019. The demerger had an
impact for all our stakeholders, and we took
steps to ensure that we engaged with all
our stakeholder groups on the long-term
consequences of this significant step in the
history of our business. We are confident
that this decision was the right one for the
long-term interests of the Group.
Customers
Helping to de-risk the lives of our
customers and deal with their biggest
financial concerns is at the centre of what
we do, and listening to and understanding
their concerns is key to the sustainability of
our business. We engage directly with our
customers through face-to-face advice,
contact centres, dedicated account
managers, sales support units, business
processing and servicing, mobile phone
apps and telephone technical support
teams. The outcome of our engagements
with customers is transmitted through the
business and used to shape the design of
our products and how and where we
distribute those products, and ultimately
to inform strategic decisions made at Board
level. Decisions about which markets to
access, what kind of products to offer and
how to develop our agency force, our bank
partnerships and our digital capabilities,
are all driven by an understanding of what
customers want, based on engagement
with those customers.
During 2019, as well as making decisions
on markets, products and platforms
provided by the business, the Board paid
close attention to the effect on customers
of the progress towards and conclusion
of the demerger of M&G plc, including
steps to ensure that customers were
not disadvantaged and ensuring that
they were fully informed of developments
and prepared for the demerger when it
was concluded. Other concerns raised
by customers during the year included
service delivery and issues with business
processing, and these were dealt with
through the business units, applying the
highest standards of professional care
and service in line with our Customer
Commitments Policy.
Investors
We engaged with our investors through
our annual and half-year reports, ESG
Report and other regular reporting,
including press releases and regulatory
announcements. We held regular meetings
with investors, including our Annual
General Meeting, analyst meetings
and investor roadshows, and a General
Meeting to propose the demerger for
approval by shareholders. Our Chairman
met key investors on governance matters
to address any other concerns they may
have had, and our Senior Independent
Director and the Chairs of our Board
Committees made themselves available
to meet investors.
The main concerns of investors during
this period were around the demerger, in
particular its execution and timing, as well
as the nature and strategy of the post-
demerger Group and our post-demerger
dividend policy. The demerger was
subject to shareholders’ approval and
was approved in line with the Board’s
recommendation. The demerger dividend
policy was approved by the Board.
Investors were also consulted on the
principal changes to the Directors’
Remuneration Policy. To strengthen the
alignment between Executive Directors
and the workforce, the policy includes
pension benefits for new Executive
Directors of 13 per cent of salary and
a reduction in the pension benefits of
incumbent Executive Directors. Climate-
related financial risk also emerged as an
issue of increasing importance to investors
during the year, and we have responded
to that concern by proceeding with our
intensive work towards meeting the
recommendations of the Financial Stability
Board’s Task Force on Climate-Related
Financial Disclosures (TCFD).
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationESG SUMMARY
CONTINUED
Colleagues
During 2019 two of our Non-executive
Directors, Kai Nargolwala for Asia and
Africa and Tom Watjen for the US and the
UK, were appointed to represent employee
interests in line with new requirements
under the revised UK Corporate
Governance Code. They both conducted
formal meetings with colleagues, including
town halls and smaller-group meetings,
and informal activities, including job
shadowing and floorwalking. The Board is
updated biannually on their activity and
reflections. Across the business, we also
held a variety of events to engage with
colleagues, including town halls, smaller-
group meetings and one-to-ones, and we
used our various intranets for two-way
communication, encouraging colleagues
to submit questions and suggestions.
In 2019 the key concerns of colleagues
were around the demerger, including what
it meant for jobs, working arrangements
and transfer of roles to M&G plc, and what
it meant for the future of the business.
Throughout this process, we kept our
people informed about the progress of the
demerger and the outlook for the Group,
responded to all questions promptly and
transparently, and escalated concerns
to senior executives and the Board as
appropriate. Ahead of the demerger,
we also initiated a consultation on a set of
proposed changes to our pension schemes
for all our UK colleagues. A formal 60-day
consultation took place to enable
colleagues to understand the proposed
changes in detail and respond to them.
One-to-one, group and education sessions
were held, and we received individual
feedback submissions and questions to our
helpline. Having discussed and reviewed
the feedback, the pensions proposals
were updated for both defined benefit
and defined contribution members.
Colleagues were also concerned about the
impact of the demerger on shares, share
options and existing employee share plans.
In response, the Remuneration Committee
approved a method for converting the
value of the demerger dividend in specie
into additional Prudential plc shares in
respect of outstanding share awards of
employees.
In order to support the Group’s strategic
direction and the focus of our technology
resources on the development of
customer-facing applications, the Board
took the decision to outsource certain IT
infrastructure and operations activities that
were previously performed in-house within
Prudential Corporation Asia and Jackson.
A significant factor in the choice of
supplier was the strength of the employee
proposition offered by the successful
supplier. The vendor chosen committed to
re-hire all identified impacted employees
on substantially similar terms and
conditions, for a minimum of 12 months.
The firm was noted as a growing IT-focused
service company, which would provide
transferred staff with greater opportunities
for growth and exposure and to work on
new innovative technologies, and around
97 per cent of the affected colleagues
agreed to transfer to the new provider.
Regulators
Prior to the demerger of M&G plc, the
Group was subject to the consolidated
supervision of the UK’s Prudential
Regulation Authority. Following the
demerger, the Hong Kong Insurance
Authority (IA) became Prudential’s
Group-wide supervisor. We have engaged
with both regulators on a regular basis,
sharing an agreed range of management
information. The Board receives regular
updates on our engagement with the
Hong Kong IA regarding the shape of its
legislative and regulatory framework. Hong
Kong IA applies principles and standards to
the Group through existing requirements
to ensure that we are a fit and proper
controller of regulated insurance
companies. Hong Kong IA’s principles
include financial integrity, effective
corporate governance and sound risk
management. We undertook gap analysis
of the Group’s policies and processes
against Hong Kong IA requirements.
Governments
We regard governments and legislatures
in the markets in which we operate as
important stakeholders. We monitor
governmental and legislative activity,
and meet periodically with government
ministers and officials, elected or
permanent, and legislators, legislative
committees and committee members,
either bilaterally or as part of wider groups,
to help us understand their objectives,
priorities and concerns, and how they
affect or shape our business. Across the
many markets where we operate, the
company engages governmental and
political stakeholders (including ministers,
officials and legislators) to inform and
influence public policy debate in a range of
areas, including regulatory development,
financial inclusion, fairness and consumer
protection, capital market development,
sustainable finance, job creation and skills,
tax policy, trade policy, demography and
ageing, health and wellbeing, and the
digital economy. During 2019 a number of
key points emerged from these exchanges.
One key area that arose and prompted
action from us was life insurance
penetration. Prudential was granted a life
insurance licence from the Ministry of
Planning and Finance of Myanmar, enabling
us to start offering life insurance products
and solutions in this market. Another was
the gap in structural protection in Asia.
After meeting with the former Deputy
Prime Minister of Singapore, we committed
to supporting the Global Asia Insurance
Partnership for five years. A third area was
digital innovation, and during the 2019
UK-Singapore Economic and Financial
Dialogue, Prudential Singapore expanded
its PruFintegrate initiative to London.
Another key area was financial inclusion,
and in Zambia we partnered with the
Securities and Exchange Commission and
Junior Achievement Zambia to roll out our
global financial education and responsibility
programme for children, Cha-Ching.
Suppliers
Each of our critical suppliers has a
nominated contact within Prudential,
and we meet those suppliers on a regular
basis to address concerns on both sides.
Ahead of the demerger of M&G plc,
we engaged with 217 suppliers in the UK
to explain the impacts of the demerger
and contracting changes. During 2019,
we found that our suppliers were primarily
concerned about revenue protection
during the demerger. We introduced an
e-procurement system in our London
head office to improve the control and
monitoring of our purchasing activities and
to provide suppliers with greater visibility
over their payments.
Civil society
We respond to ad hoc requests from NGOs
and hold meetings with them throughout
the year. Our AGM provides the Board with
an opportunity to engage with a range of
NGOs that are shareholders, and the Board
also receives an annual update on our
community investment activity. During
2019, NGOs were primarily concerned
with our climate impact, and in response
we have proceeded with our work around
meeting the recommendations of the
TCFD, as well as closely monitoring our
impact on the environment. In response to
questions about our modern slavery risk,
we conducted an analysis of all supplier
spend in our London head office against
the Walk Free Foundation’s Global Slavery
Index. Further details will be available
in our 2019 Modern Slavery Statement,
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which will be published on the Group
website in May.
How we govern ESG
Our ESG Executive Committee leads on
how we identify, manage and report on
material ESG risks and opportunities.
The ESG Executive Committee is chaired
by our ESG sponsor, our Group Director
of Communications, supported by senior
leaders from Group functions across
financial reporting, risk, governance
and human resources, with representation
from our business units. The ESG Executive
Committee meets quarterly and raises
matters to the Nomination & Governance
Committee as appropriate.
We make sure that the ESG issues that
are important to our stakeholders are
understood and managed. This enables
the Group to manage risks more effectively
and better inform key decision-making.
We strive to meet the expectations of
our stakeholders in a transparent and fair
manner, and this is underpinned by our
comprehensive identification process,
which enables us to address our material
ESG issue effectively and constructively.
ESG policy framework – Group Governance Manual
The Group Governance Manual (GGM) establishes standards for managing key material ESG issues across the Group, setting out the
policies and procedures to support how we operate. The GGM is used to ensure that we comply with relevant statutory and regulatory
requirements. Our Group-wide policies relating to our identified material issues include:
Material ESG issues
Our Group-wide policies
Business integrity
The Group Code of Business Conduct details our required Standards of Business Conduct to be used across the
Group and covers our employees and individuals or organisations acting on our behalf. The Code sets out our
values around ownership, partnership and stewardship, and the personal standards we adhere to in the areas of:
protection from financial crime, avoiding conflicts of interest, managing information, communicating as a Group
and providing equality for our people.
Anti-Bribery and Corruption Policy covers our values for reputation, ethical behaviour and reliability. As an
organisation we are focused on financial practices that align to those values and we prohibit corruption or bribery
within our working practices.
Anti-Money Laundering and Sanctions Policy outlines how we prohibit money laundering or terrorist financing
in our working practices, setting out how we establish parameters to prevent this taking place across the
organisation and the commitment we have to comply with sanctions, laws and regulations by screening,
prohibiting or restricting business activity, and following up through investigation.
Security Policy outlines our commitment to ensuring security aligns to industry recommended practice for
managing our regulatory and legal obligations. This includes how we manage incidents under the ‘Speak Out’
programme, our whistleblowing process.
Tax Risk Policy includes our processes to manage tax-related risk, by identifying, measuring, controlling
and reporting on issues considered an operational, reputational or regulatory risk.
Political Donations Policy outlines our position that as an organisation we do not donate to political parties.
Third-Party Supply Policy covers how we manage and oversee our third-party arrangements, through due
diligence/ selection criteria, contractual requirements, the ongoing monitoring of such relationships and
reporting and escalation. Additionally, our policy considers the requirements of the UK Modern Slavery Act
and the principles of the UN’s Universal Declaration of Human Rights.
Customers
Customer Commitments Policy covers our five key commitments to our customers and how we assess, manage
and report on these:
1 Treat customers fairly, openly and honestly;
2
Provide and promote a range of products and services that meet customer needs, are easy to understand
and that deliver real value;
3 Maintain the confidentiality of our customer information (except where the law requires disclosure);
4 Provide and promote high standards of customer service and monitor these standards rigorously; and
5
Ensure that our complaints processes provide an effective and fair means of arbitration between the Group’s
businesses and customers.
Environment
Environment Policy outlines our approach to understand and manage the direct environmental impact of
the Group. This covers our measurement, monitoring, review and reporting of issues associated with our
environmental performance.
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Material ESG issues
Our Group-wide policies
Responsible
investment
Owing to the distinct investment risks faced by our asset management and ownership businesses, with each
investing in different markets and asset classes, each business manages ESG-related matters through the pursuit
of business-specific responsible investment policies. This is overlain by our Group-wide Responsible Investment
Framework, aligned to our Group Code of Business Conduct and underpinned by our Group Responsible
Investment Standards.
Technology
Privacy Policy governs the protection of data and complies with the General Data Protection Regulation.
People
Diversity and Inclusion Policy sets out how we foster an inclusive workforce and ensure all our employees are
treated fairly and feel valued, and together have the diversity in skill sets and backgrounds that enriches the
organisation. Our policy considers a range of diversity aspects of our employees, including gender, age, ethnicity,
disability, sexual orientation and background. Further information on the diversity of our Board, our policy in
respect of this, how this is implemented and the associated results in 2019 can be found in our Governance
statement on pages 110 to 117. Employee Relations Policy outlines the way we engage our employees and
motivate them to achieve success for the Group: promoting positive relationships with employees,
representative organisations and trade unions, and maintaining a positive reputation for the treatment of
employees. Performance and Learning Policy sets out the importance of our people and frames how we invest
in their development to deliver against our strategy and the future success of the organisation. This includes our
Performance Management Framework.
Remuneration Policy outlines our effective approach to appropriately rewarding our employees in a way that
aligns incentives to business objectives and enables the recruitment, retention and incentivisation of high-calibre
employees in line with our risk appetite and Group Reward Principles.
Talent Policy demonstrates how we attract and select the best people for roles that will ensure high performance
in the short term and improve the longer-term succession and talent pipeline. It sets out our fair and effective
approach to pursuing this.
Health and Safety Policy covers our employees, business partners, customers and others that may be affected
by our operations. This details our health and safety core principles, our commitments and the measuring and
reporting on our health and safety performance.
Communities
Community Investment Policy covers how we are committed to working with the communities in which we
operate as active and supportive members. This also outlines our strategy for investing in the community and
how we make investments and report against them.
Summary of ESG issues
Our key ESG issues can be categorised into
the following areas: customers, responsible
investments, climate, business integrity,
people, technology, environment and
supporting our communities.
Customers
Our relationships with our customers are
at the heart of our business. We deliver
products that meet their needs and help
them to de-risk their lives, and we ensure
that we treat them with the highest
standards of care. We are continually
innovating to find new ways to improve
the products we deliver, how we deliver
them and how we serve our customers.
Our customer commitments
Helping customers achieve their long-term
financial needs through our products and
services lies at the heart of our business
strategy. Our Customer Commitments
Policy applies to all members of the
Prudential Group that deal directly
or indirectly with customers.
These commitments are:
1
2
3
4
5
Treat customers fairly, openly
and honestly
Provide and promote a range of
products and services that meet
customer needs, are clearly explained
and deliver real value
Maintain the confidentiality of our
customer information
Provide and promote high standards
of customer service
Act fairly to address customer
complaints and any errors.
Customer-first brand commitment
in Asia
In 2019 Prudential Corporation Asia
launched its new brand commitment,
‘Listening. Understanding. Delivering.’
The commitment reinforces our focus
on human connections, simplicity
and innovation for our customers.
The commitment is about:
— Focusing on customers, anticipating
their needs and enhancing their
experience with easy access to
information and services;
— Delivering comprehensive solutions
for protection, health and wellness,
savings and retirements; and
— Capturing innovation with
a human touch.
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In line with our commitment to help protect
our customers’ health, we have continued
our efforts to create best-in-class health
capabilities by offering more
comprehensive and flexible coverage and
a wider range of value-added services.
Across Asia, consumers, healthcare
providers, insurers and governments are
confronted with problems such as a rising,
underinsured middle class and a growing
ageing population. As lifestyles in Asia
have changed and income levels have
risen, there has been a rise in non-
communicable diseases such as diabetes.
This has led to a growing demand for
healthcare for more complex conditions,
many of which require long-term treatment
or management. We are taking steps to
meet the needs of an ageing workforce and
help people prepare for longer life. Our
digital health tools aim to empower the
broader consumer group to take control
of their personal health and wellbeing
anytime and anywhere. We also offer a
wide range of insurance products that are
tailored to local market requirements and
fast-changing individual needs, such as
Prudential Malaysia PRUMy Critical Care,
which provides comprehensive financial
protection against 160 critical illnesses, and
Prudential Hong Kong’s first-in-market
cancer protection plan for cancer sufferers.
Financial security in the US
In the US, for those nearing the end of
their working careers, a financially secure
retirement is at risk due to insufficient
accumulation of savings and the current
combination of low yields and market
volatility. Through our distribution
partners, Jackson provides products that
offer Americans the retirement strategies
they need. Jackson seeks to provide the
best retirement solutions that we can, while
striving to communicate information about
those products in a fair and transparent
way. Jackson continues to be a leader in
shifting perspectives and simplifying the
language around financial products.
Expanding our distribution
We continue to expand our distribution
platform in 2019, including by:
— Completing our acquisition of a
majority stake in a leading life insurer
in West and Central Africa
— Renewing our strategic Asian
bancassurance alliance with United
Overseas Banks, increasing its
geographical scope
— Signing long-term exclusive
partnerships with two banks
in Vietnam.
Customer care
We are committed to offering our
customers the highest standards of
professional care and service. We take
our commitment seriously when training
our personnel, who deliver service
consistent with our values. Where
customers have cause to complain to us,
we have documented procedures in place
to manage complaints received through
multiple touchpoints, in a timely, robust
and professional manner and in accordance
with our Customer Commitments Policy
and local regulatory requirements.
Business units conduct analysis of
complaints to understand their underlying
causes, with the aim of reducing the
overall number of complaints, and perform
ongoing monitoring to identify issues that
could lead to customer detriment and take
prompt action to address any errors.
Awards
In Asia in 2019, we won awards for our
services to customers in Hong Kong,
Malaysia, Thailand and Vietnam, and in
the US we won awards for the quality of
our customer contact, our service and
our digital initiatives.
Responsible investment
As a life insurer, asset owner and manager,
we believe that the quality of corporate
governance practices, and how companies
manage the environmental and social
aspects of their operations, can be material
to delivering superior financial returns
and longer-term shareholder value.
Responsible investment at Prudential
involves incorporating ESG factors into our
investment decisions, alongside traditional
financial analysis, to better manage risk
and generate sustainable, long-term
returns for our customers.
Responsible investment landscape
Across the Group’s footprint, the policy
and regulatory landscape continues to
evolve with respect to sustainable finance
and ESG. For example, the Monetary
Authority of Singapore (MAS) has
signalled its commitment to promote
sustainable practices by encouraging
financial institutions to adopt ESG best
practices and encourage the development
of the green bond market. We are highly
supportive of these efforts and are an
active industry contributor, working closely
with the regulator to advance this aim.
Among policymakers, we continue to see
increasing focus on the need to develop
a view of the exposure of the insurance
sector to climate-related financial risk.
The Task Force on Climate-related
Financial Disclosures (TCFD)
recommendations were released in 2017
to provide a framework for companies
to develop voluntary, climate-related
financial risk disclosures. Following Board
discussion, Prudential plc became a
signatory to the recommendations in 2018
in order to meet the growing expectations
of our investors and regulators, and to
support the ambitions of our business units
in the local markets in which we operate.
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Strengthening our governance
of responsible investment
Following the successful completion of the
demerger of M&G plc in late 2019, we took
the opportunity to further integrate our
responsible investment activities within the
ESG Executive Committee by extending
membership of the Committee to the chief
investment officers of our asset owner
businesses.
Our Group-wide Responsible Investment
Framework is designed to draw together
the ESG-related approaches of our asset
management businesses (Eastspring in
Asia and PPM America in the US) and
our asset owner insurance businesses
(Prudential Corporation Asia in Asia and
Jackson in the US). The ESG Executive
Committee now maintains our Group-wide
Responsible Investment Standards,
which are based upon our Group Code
of Business Conduct and set minimum
requirements for each of our business
units. These Group-level standards
require all of our businesses to develop
and maintain their own local responsible
investment policies, which capture their
own approaches to responsible investment
and are appropriate to the jurisdictions in
which they operate. The strength of the
commitment of our asset management
businesses to responsible investment and
helping to build a sustainable financial
system can be demonstrated by the fact
that they are both signatories to the
United Nations-supported Principles for
Responsible Investment (Eastspring since
February 2018 and PPM America since
October 2018).
ESG integration in the
investment process
Integrating ESG analysis into our
investment processes is an ongoing activity
that will continue to progress over time as
the characteristics of each asset class and
each of our investment strategies evolve.
When making investment decisions, PPM
America and Eastspring’s Singapore-based
equity team look to identify all material
risks to sustainable earnings for a company.
ESG issues are incorporated into our
fundamental analysis and integrated into
our decision-making process when we
believe they could have a material impact
on a company’s valuation and financial
performance. This analysis incorporates
the governance of a company, as well as its
social and environmental impact, including
any plans or strategies to improve
environmental performance and resilience,
in our assessment of the drivers of
longer-term returns.
In 2019, both PPM America and Eastspring
made progress in enhancing the integration
of ESG factors into their respective
investment processes. Since implementing
its Responsible Investment Policy in 2018,
PPM America has continued to integrate
ESG information in its processes,
wherever possible, so that its investment
professionals can assess and evaluate
potential ESG risks. During 2019, the fixed
income team at Eastspring Singapore
built on its ESG approach and launched
its first investment strategy focusing
on sustainable bonds. For Eastspring
Singapore’s fixed income team, assessment
and monitoring of ESG factors are an
integral part of the bottom-up credit
research process. ESG issues are
incorporated in the fundamental analysis of
individual companies to assess their impact
on an issuer’s financial performance, its risk
of default and the valuation of the bonds it
issues. This process involves an assessment
of the quality of corporate governance,
as well as material environmental and social
issues that could have an impact on a
business’s day-to-day operation, financial
performance, and subsequently the ability
to pay back its obligations.
Industry engagement, memberships
and collaborative bodies
During 2019, Eastspring continued
to engage with industry participants to
promote awareness and understanding
of responsible investment across Asia,
organising a number of workshops in
Asia to continue to help improve the
understanding of climate-related risks
across the region. These were jointly held
in partnership with organisations including
the Asia Investor Group on Climate Change
(AIGCC), the World Wildlife Fund and ISS
Climate. Eastspring is an active member
of the AIGCC, which aims to create
awareness among Asia’s asset owners
and financial institutions about the risks
and opportunities associated with climate
change and low-carbon investing.
Eastspring continued to participate
in industry roundtable discussions
throughout 2019 and was a Sustainable
Finance panel member at Euromoney’s
Asia Sustainable & Responsible Capital
Markets Forum in June. In April,
Eastspring Singapore also hosted a
Bloomberg Buy-side Women’s Network
on Responsible Investment and ESG
Integration. Both Eastspring and Prudential
Corporation Asia are members of the
Asian Corporate Governance Association
(ACGA), and during 2019 Eastspring
contributed to a number of ACGA white
papers on corporate governance in
the China and Japan equity markets.
Eastspring Indonesia also engaged with
the ACGA regarding strategies related to
improved corporate governance practices
in relation to proxy voting.
Climate
We recognise that climate change presents
long-term risks to the sustainability of our
business, as well as a range of opportunities
associated with the transition to a
low-carbon economy. In 2018, following
Board discussion, Prudential became a
supporter of the recommendations of the
Task Force on Climate-related Financial
Disclosure (TCFD). This reflects both the
growing expectations of our external
stakeholders and colleagues, and the
ambition among our businesses to develop
their capabilities to pursue products and
services aligned to the global need to
address the impacts of climate change.
Risks and opportunities
We are committed to developing a more
granular understanding of the diverse risks
we face and to working collaboratively with
governments, peers and business partners
to identify opportunities at scale for our
businesses. During 2019, we focused on
enhancing access to ESG and climate risk
data sources and the carbon footprinting
of sample Asian investment portfolios.
During 2020, our priorities are to
determine the Group’s exposure to
carbon-intensive sectors and companies,
extend carbon footprinting across the
Group’s investment book and to refine
the initial stress testing of the investment
book for climate-related scenarios.
Governance
Our ESG Executive Committee,
established in 2018, is focused on the
holistic assessment of ESG matters material
to the Group, raising matters to the
Nomination & Governance Committee
as appropriate. One of the ESG Executive
Committee’s principal responsibilities is
to oversee the Group’s progress towards
fulfilling our commitment to report against
the TCFD recommendations. This involves
oversight of our Group-wide efforts
to assess the climate-related risks and
opportunities facing our businesses,
and to subsequently identify and deliver
the supporting implementation activities.
Following the successful completion of the
demerger of M&G plc in late 2019, we took
the opportunity to increase Committee
representation from our businesses in Asia.
We also took steps to further integrate our
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In order to assess our exposure to
transition and physical risk, respectively,
we have begun to explore the impact of
temperature increase scenarios, over
medium and long-term time horizons,
on our investment portfolios. For this,
we are using the guidance provided by the
UK’s insurance regulator, the Prudential
Regulation Authority, and informed by
the IPCC, as part of the regulator’s August
2019 stress test exercise.
As a global business, we recognise the
need for the Group to understand and
mitigate the physical risks associated with
climate change. The location of a significant
number of our markets increases their
vulnerability to climate change. Local
environmental risks, including their
potential short and medium-term impacts,
are tracked and managed by our business
units, with support from Group Risk and
Security teams. This includes but is not
limited to forecasts and reporting, business
continuity advice and incident management
planning. We manage the physical risk
to our operations through comprehensive
risk assessment during the selection of
properties, including factors such as
location, geography and weather events.
Our business units manage morbidity and
mortality risk by analysing our experience
from our customers, supplemented by
industry data and stress testing. We assess
changes in morbidity and mortality that
have been observed in the past and
consider how they may emerge in the
future. As a life and health insurer, we are
committed to playing a greater role in
preventing and postponing illness in order
to protect our customers. We are investing
in artificial intelligence technology to
enable access to affordable and quality
healthcare and enhancing our digital
offering to help improve access to finance
and health protection products.
responsible investment activities within the
ESG Executive Committee by extending
participation on the Committee to the chief
investment officers of our asset owner
businesses, reflecting the increasing
importance of our investment activities
within the development of our overall ESG
strategies. Committee members include:
the chief investment officers of our asset
management businesses (PPM America
and Eastspring), the Chief Investment
Officer of Prudential Corporation Asia,
Jackson’s General Counsel, Prudential
Corporation Asia’s Chief Operating Officer,
and representatives from Group functions.
The ESG Executive Committee meets
quarterly and is required to report to the
Board at least twice each year, with
additional ad hoc reporting provided as
necessary. The ESG Executive Committee
reports to the Board through the Group
Nomination & Governance Committee,
which comprises the Group’s Chairman,
the Senior Independent Director, and the
chairs of the Audit, Remuneration and
Risk Committees, and is regularly attended
by the Group Chief Executive.
Strategy
As an asset owner and asset manager,
we rely on investment returns to fulfil
the longer-term obligations of our saving,
annuity and health and protection
liabilities. We recognise that in the
transition to a low-carbon economy, there
may be a disorderly adjustment to the value
of the assets that we hold, arising from
regulatory and technological change. The
physical impacts of climate change, such as
rising temperatures, rising sea levels and
increased occurrence of extreme weather
events, may also impact the value of the
Group’s assets. Such physical risks may
also cause disruption to our customers,
employees and property portfolio.
We also recognise that climate-related
opportunities can support the delivery
of the Group’s strategy. For example,
Eastspring is a member of the Sustainable
Development Investment Partnership
initiative, coordinated by the World
Economic Forum with support from the
OECD, working with others to scale the
use of finance in sustainable infrastructure
investments in emerging and developing
countries. Since 2016, our US asset
manager’s approach to ESG integration
was a key factor in the sale of $55 million
of utilities credits that generate electricity
primarily by coal, and the purchase of
$105 million of single-asset project bonds
that generate 100 per cent of their
electricity through renewables.
As a life insurer, the potential impact of
climate change on life expectancy
(mortality risk) and medical health and
well-being (morbidity risk) could impact
the profitability of our protection and
health insurance products respectively.
The long-term impact of climate change on
the life insurance sector is complex, as
climate change acts in conjunction with
other factors, including demographic and
social change and rapid urbanisation, all of
which place increased demand on health
services. As the risks from climate change
intensify, so will the consequences for
humanity and the natural environment –
from disruptions in food, water and energy
supplies to rising sea levels and increased
occurrence of extreme weather events.
In some regions, the negative impacts
of climate change may have serious
implications on public health, for example
increasing the levels of life-threatening
vector-borne diseases. Against this
backdrop, there is a need for us to develop
products and services that help to provide
protection and support climate change
adaptation.
Risk management
As a long-term investor, the Group’s most
significant exposure to climate-related risk
is through our role as an asset owner and
manager, with $543.9 billion of assets
under management. Our portfolio is
exposed both to physical risk and transition
risk as a result of climate change and we are
using a range of methodologies to develop
a more accurate understanding of the
carbon intensity of our asset book and its
exposure under a range of climate change
scenarios. Through this process, we are
seeking to develop metrics for actionable
insights, which will help to inform the
Group’s Responsible Investment Standards
and to direct our investments in the
low-carbon economy, and reduce our
exposure to climate risk.
We have begun to assess the climate
transition risk exposure of our portfolios
using a third-party carbon footprinting data
and software provider. Our Asian asset
manager, Eastspring, has taken the lead
across the Group in starting to measure
and interpret the carbon footprint for listed
equities in sample portfolios. This tool
allows us to assess the carbon footprint
of the portfolio constituents compared
to historical constituents, the carbon
efficiency of the portfolio, the exposure
of a portfolio to fossil fuels, potential
emissions from fossil fuels, the strength
of carbon risk management relative to
industry peers and a portfolio’s exposure
to clean technology.
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We continue to engage with policymakers
and NGOs on this topic. We also work
collaboratively with our peers through
a range of networks, including the
CRO Forum, the Asian Investor Group
on Climate Change and ClimateWise.
During 2019, we contributed to a
ShareAction/AODP report entitled
‘Insuring a low-carbon future’, exploring
leading practice and common barriers
in managing climate-related risks
and opportunities.
Metrics and targets
We participate in external benchmarks
that assess our management of climate
change risks and opportunities. In 2019
we continued to participate in CDP
(formerly the Carbon Disclosure Project)
and maintained our score with a B grading
(2018: B). We continue to participate in
ClimateWise, which in 2019 changed
significantly to align itself with the TCFD
framework. The Group score, similar to
other organisations, is down from our
previous submission (2019: 51, 2018: 78),
but we remain committed to enhancing
our climate change disclosures, in line
with TCFD. Our scoring in CDP and
ClimateWise is based on the performance
of the pre-demerger Group, including
M&G plc. We seek to minimise the
impact of our direct operations on
the environment. More detail on our
environmental performance is included
in the Environment section on page 84
of this report.
Business integrity
We are strongly aware of our purpose,
which is to help people de-risk their lives
and deal with their biggest financial
concerns. In line with this purpose,
responsible and ethical behaviour
are embedded in our business.
Our governance framework is clear about
our standards of behaviour and those
standards flow into every part of what
we do, from our financial performance and
tax practices to the way we fight financial
crime and deal with our suppliers.
Our Code of Conduct
Our governance framework, setting out
the principles by which we conduct our
business and ourselves, includes our
Group Code of Business Conduct, which is
a central feature of our Group Governance
Manual. Our Group Code of Business
Conduct sets outs the ethical standards
that the Board expects of itself, our
employees, our agents and others
working on behalf of the Group. The Group
Governance Manual consists of a range
of policies covering all of our business
units, setting out our principles for good
governance. We review these policies on
a regular basis to ensure that we meet the
expectations of our stakeholders.
Financial strength
We contribute to financial stability and
sustainability in all of the markets in which
we operate. We fulfil our purpose by
seeking to provide products and services
that align with important global social
needs and thereby generate sustainable
value for stakeholders. Our products and
services are designed and delivered with
that purpose clearly in mind. Through the
combination of our consistent strategy, our
diversified portfolio of businesses and our
disciplined execution, we have continued
to create long-term value for customers,
shareholders and other stakeholders.
Responsible tax practices
The responsible and sustainable
management of our tax affairs helps us
to maintain constructive relations with
our stakeholders and play a positive
role in the economy. Tax revenues are
fundamental to sustainable development
in those communities.
We understand the importance of paying
the right amount of tax on time. We
manage our tax affairs transparently and
seek to build constructive relationships
with tax authorities in all the countries
in which we operate. Our Tax Risk Policy
outlines our processes to identify,
measure, control and report on risk across
four categories: technical judgements,
operations, regulations and reputation.
Our tax strategy is published annually and,
as well as complying with the mandatory
requirements under the UK 2016 Finance
Act, includes additional disclosures,
including a breakdown of the types and
amounts of taxes we pay globally, which
includes taxes borne and collected on
employee income, for example social
security. Furthermore, we disclose the
revenues, profits, average employee
numbers and taxes on a country-by-
country basis where more than $5 million
of tax was paid.
We are due to publish our updated
tax strategy, which will include more
information on the tax we paid in 2019,
how we manage our tax affairs and the
governance and management of tax risk,
by 31 May 2020.
Fighting financial crime
We take the fight against money
laundering, terrorist financing, bribery
and corruption and fraud seriously and
are committed to implement and maintain
industry-leading policies and standards.
In the majority of our markets we maintain
business relationships with agents and
intermediaries, who act on our behalf.
We provide training to our staff to ensure
they are familiar with international
standards and best practice, as well as
being well equipped to implement our
policies in their respective markets.
Our Group-wide financial crime policies
were updated in 2019 to reflect the
requirements of our new lead regulator,
the Hong Kong Insurance Authority.
Our Group anti-bribery and corruption
policy provides guidance to our diverse
businesses on gifts and hospitality and
how we deal with government officials,
and highlights the importance of due
diligence when dealing with third parties.
All of our Group-level financial crime
policies are cascaded down to local
business units through regional compliance
teams, which ensure adherence to the
Group requirements and applicable laws
and expectations of local regulators. These
policies are part of the Group governance
framework, with business units attesting
their compliance in addition to compliance
and internal audit reviews.
The Group Risk Committee continues to
review the effectiveness of the financial
crime programme and the Group Financial
Crime Compliance team regularly updates
the Committee on risks and controls,
and on the improvements made to
processes in the financial crime framework.
Any material matters on financial crime
are reported to the Committee.
Whistleblowing
Our Group-wide whistleblowing
procedures apply to all our colleagues
and are supported by Speak Out, our
Group-wide whistleblowing programme.
Speak Out is available both internally and
externally to staff, contractors, vendors,
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agents, clients and the public, enabling
reporters to raise concerns in a choice
of languages through web and hotline
channels. Reporters are able to log
concerns covering a range of issues,
including but not limited to anti-bribery
and corruption, compliance breaches,
discrimination and harassment and health
and safety. Concerns are recorded by an
independent third party and investigated
by appropriately trained and skilled
investigators. Qualitative programme
improvements in 2019 included updates
to the website, case management system
upgrades, refreshed staff training and
enhanced training for line managers.
Since launching Speak Out in 2016,
the number of concerns reported has
increased by nearly 200 per cent.
Supply chain
Our Group Code of Business Conduct
outlines the values and standards that are
required by each of our suppliers. Our
Group Third-Party Supply policy is core to
our supply chain governance and specifies
our position on supply chain management,
setting out our approach to due diligence,
selection criteria, contractual requirements
and ongoing monitoring of relationships.
Business units conduct due diligence
before engaging with and ultimately
selecting a new supplier. We perform
regular due diligence, review meetings
and audits where required, and our policies
and procedures are supported by regular
employee training exercises. In July 2019,
we introduced the Workday platform,
an e-procurement and general ledger
system, at our London head office to
improve the control and monitoring of
purchasing activities. This system also
allows us to better understand the
composition of our supply chain and to
automate our payments to help make sure
we pay businesses in a timely way.
Being a responsible business also requires
organisations to ensure that they meet and
strive to surpass commitments to the UN’s
Declaration of Human Rights. We act with
integrity to ensure that modern slavery,
human trafficking, child labour or any
other issue that subjugates human rights
is eradicated from our supply chain.
People
We provide an inclusive working
environment in which we develop our
talent, reward great performance, protect
our people and value our differences,
and we believe that such an environment
is essential to enabling us to deliver for our
customers, shareholders and communities.
Diversity and inclusion
Having the benefit of diverse perspectives
and experiences within our organisation
is important to our success and fulfilling
our purpose. Diversity and Inclusion (D&I)
is an important priority for Prudential and
the Group HR Director is the executive
sponsor for D&I across the Group.
Through the Group D&I Policy we ensure
that we provide equal opportunities to
our workforce, fostering a collaborative
and supportive environment in which
our employees are treated with dignity
and respect.
Our strategic, long-term approach to D&I
is reviewed regularly to ensure that it
remains outcomes-focused and enables
Prudential plc to be appropriately placed
to become a more diverse and inclusive
organisation over time. The Board of
Prudential plc is committed to recruiting
the best available talent and appointing
the best candidate for a role, from Board
level to any role within the wider company,
ensuring the necessary diversity of
experience, skillsets and professional
backgrounds.
As a signatory to the HMT Women in
Finance Charter since 2016, we have an
externally disclosed target of having
30 per cent women in senior management
by the end of 2021. At 31 December 2019
the figure was 28 per cent and we remain
on track to meet our 2021 target.
We give full and fair consideration to
applications for employment by disabled
people. If an employee incurs a disability
while employed by us, efforts are made
to continue their employment. Training,
career development and promotion
opportunities are equally applied for all
our employees, regardless of disability.
Prudential headcount as at 31 December 2019
Gender diversity: senior management
72%
69%
71%
75%
83%
* Pre-demerger position
Male
Female
2019
28%
21 Oct 2019*
2018*
2017*
2012*
31%
29%
25%
17%
Gender diversity: all employees
Headcount
Total Male Female Undisclosed2 Unspecified3
Chairman and Independent
Non-executive Directors
Executive Directors
Group Executive Committee (GEC)
Includes Executive Directors
Senior managers
Excludes the Chairman,
all Directors and GEC members
Whole company1
Full-time equivalent
Includes the Chairman,
all Directors, GEC members
and Senior Managers
10
3
7
7
3
6
3
0
1
53
38
15
–
–
–
–
–
–
–
–
18,125
8,137
9,914
41
33
Notes
1 Excludes Prudential Corporation Asia joint ventures.
2
In many of our businesses, we provide our employees with the option to not disclose their gender. For these employees,
gender is recorded as ‘undisclosed’.
3 No specification or information is captured on gender for an immaterial number of our employees. These employees
are recorded as ‘unspecified’.
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Responsible working practices
We are committed to supporting human
rights and to acting responsibly and with
integrity at all times. Our policies are
guided by the principles of the UN’s
Universal Declaration of Human Rights
and the International Labor Organization’s
core labour standards, which are
incorporated into our Group Code of
Business Conduct, setting out our values
and standards of employee behaviour, and
into our Group Third-Party Supply Policy.
Our Group Employee Relations and
Resourcing polices are available on the
Group website at www.prudentialplc.com/
investors/governance-and-policies/
employee-relations-policy, along with our
Board-approved Modern Slavery Act
statement at www.prudentialplc.com/
investors/governance-and-policies/
modern-slavery-statement. Our business
units implement policies and practices at
a local level that aim to ensure compliance
with statutory and regulatory requirements
in the local labour market and the
prevention of slavery, human trafficking
and child and forced labour. Compliance
with Group policies is certified annually
through our Group Governance Manual
attestation process.
In 2019, we again participated in
ShareAction’s Workforce Disclosure
Initiative (WDI), which aims to create
transparency for investors about how
companies manage their workers, both in
their direct operations and supply chains.
Talent development
Developing our people is key to achieving
our strategic objectives as a responsible
business and to the long-term success of
the company. Prior to the demerger of
M&G plc from the Group, we created two
full boards and senior management teams
for two FTSE 100 companies, providing
individuals with development opportunities
and career progression. Our priority now
is to ensure that we have the diverse short,
medium and long-term talent we need in
an inclusive environment to deliver on the
strategic priorities of the newly shaped
organisation. Group HR focuses on
developing senior leadership through an
annual process of talent review, and we use
succession planning to continue developing
leaders and critical specialists, segmenting
our talent to identify short, medium and
long-term successors. We develop our
senior executive leaders through a bespoke
exercise based on their aspirations and
the skillsets they need to continue to be
successful, including fostering innovation,
leading transformation and driving
digital capability and execution through
collaboration. The Board receives an
in-depth talent review, led by the Group
HR Director, once a year.
Employee engagement
We want to foster an environment in which
employees feel empowered and which
provides them with an opportunity to make
an active contribution to the organisation
and the communities we serve. We drive
employee engagement through a number
of initiatives, including colleague
appreciation programmes, wellbeing
programmes, networking opportunities
with peers and senior leaders across
functions and employee focus groups. In
the US, Jackson’s Organisational Survey
ensures that all associates have an
opportunity to share their thoughts and
make the organisation an even better place
to work. The 2019 results show that
associates are satisfied with their work and
proud to be a part of Jackson. The areas of
ethics and corporate responsibility were
among the highest-scoring.
The Group’s community investment
strategy is closely aligned with our business
purpose and one of the principal themes
is employee engagement. Many of our
employees play an active role in their
communities through volunteering,
charitable donations and fundraising.
Chairman’s Challenge is our flagship
international volunteering programme,
bringing people together across the Group
to help their communities. More
information is available in the Supporting
our communities section on page 86.
The Board has considered options to
ensure its decisions are informed by an
appreciation of employees’ views and in
line with expectations of the UK Corporate
Governance Code.
Performance and reward
We structure our reward arrangements to
attract, motivate and retain high-calibre
people. Our people contribute to the
success of the Group and are rewarded
accordingly. We recognise and reward high
performance and are committed to a fair
and transparent system of reward. Among
our benefits, we offer employees
competitive pension arrangements.
We also believe in the importance of giving
employees the opportunity to benefit
from the Group’s success through share
ownership, and operate share plans for
employees in the UK and Asia. This
includes the award-winning PruSharePlus
plan, which enables employees in Asia to
share in the longer-term success of the
business and actively encourages share
ownership and engagement. Similar
all-employee share plans operate in
the UK.
Executive remuneration
The Group’s executive remuneration
arrangements reward the achievement of
Group, business, functional and personal
targets, provided that performance is
aligned to the Group’s risk framework
and appetite and that our conduct
expectations, as well as those of our
regulators and other stakeholders, are met.
For the seventh consecutive year, salary
increases in 2019 for executives were
aligned with the bottom of the range
of pay budgets for the wider workforce.
In order to strengthen the community
of interest between executives and other
shareholders, remuneration is linked to
sustained performance over the longer
term. For example, 40 per cent of Executive
Directors’ bonus is deferred in shares
for three years. The Remuneration
Committee’s Terms of Reference were
updated in 2019 to incorporate updates
to the Corporate Governance Code and
to reference the Hong Kong Insurance
Authority’s remuneration requirements.
More details on executive remuneration
can be found in the Directors’
Remuneration Report on page 136.
Technology
In the face of technological advancements
and evolving customer needs, we actively
embrace the latest technology and embed
digital capabilities in our business model.
We continually increase the automation
of our operations in order to improve
both business efficiency and customer
satisfaction.
Increasing access to digital health
tools in Asia
Access to physicians remains a challenge
for many communities across Asia. To aid
the expansion of our role from providing
protection to preventing and postponing
adverse health events, we have launched
Pulse by Prudential, an all-in-one digital
app that forms the core component of our
pioneering digital health proposition.
Accessible to everyone, Pulse uses artificial
intelligence-powered self-help tools and
real-time information to offer holistic health
management to customers in Asia. Pulse
is an evolving platform and consists of a
range of partnerships with health and
technology companies. Our partnership
with Babylon enables users to monitor their
health status online. We are also working
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with a range of local and regional partners
to provide increasingly personalised health
management services to consumers. For
example, through our partnership with
Tictrac, we are able to provide personalised
wellness services to consumers by
combining a user’s lifestyle signals from
their apps and wearables with contextual
information about their surroundings. This
information helps guide users to achieve
their health objectives, such as preventing
diabetes or reducing stress levels, by
establishing good nutritional and fitness
habits or instilling behaviours that are
beneficial to their health.
Using technology to enhance
our capabilities
In 2019, Jackson invested significant time
and resources with fintech partners to
help illustrate the benefits a lifetime
income solution can provide within a
comprehensive wealth management plan.
The fintech platforms where Jackson
is actively engaged include eMoney,
MoneyGuidePro, and Envestnet.
The technology solutions provided by
eMoney reach more that 60,000 financial
professionals, serving nearly four million
households nationwide. During 2019,
Prudential Singapore strengthened its
partner network of fintech, insurtech,
healthtech and medtech companies with
the third edition of its flagship innovation
initiative – the PRU Fintegrate Partnership.
Our smart underwriting tool, which is now
used in 64 per cent of all new sales, offers
dynamic underwriting that streamlines the
application process and communicates
instant underwriting decisions to
customers.
Promoting financial inclusion,
protection and participation
In June, we announced a strategic
partnership with OVO, a digital payments,
rewards and financial services platform in
Indonesia. Available on over 115 million
devices, OVO is the preferred digital
payments platform for Indonesians, with
over 500,000 merchants and a presence
in 319 cities. The partnership significantly
enhances our reach to digitally minded
consumers in one of Asia’s fastest-growing
insurance markets and is a key step in our
broader commitment to make health and
wealth services affordable and accessible
to all Asians. Recognising the high cost of
and unequal access to healthcare in the
Philippines, Pru Life UK, our life insurance
business in the Philippines, has the ambition
to make health accessible and affordable
to all through the use of mobile digital
health. In 2019 PruLife UK published an
independent study, which it commissioned
to examine the readiness of the country’s
regulatory and legal framework to support
the development of mobile digital health.
Information security
As consumers seek on-demand, 24-hour
access to our products and services,
loss of access has the potential to have
a significant impact on our customer
relationships and our brand reputation.
Furthermore, many of the social benefits of
new technology, such as financial inclusion
and greater access to primary healthcare,
may not be realised. In this context,
information risk remains an area of
prominent concern and focus for ourselves,
regulators and businesses globally. For us,
information security is rated as a principal
risk, demonstrating our continued
commitment to securely managing the
information our customers entrust to us.
During 2019, we implemented a long-term
shift from federated information security
teams within each business unit to a single
Group-wide team leveraging skills,
experience and resource globally via a
“centres of excellence” model. This new
model will support collaboration and
skills-sharing across the whole Group.
Throughout 2019, the transition to the new
model has been progressing under the
newly appointed Group Chief Information
Security Officer. To support the new
model, we developed a new Global
Information Security Policy, which came
into force in 2020. The policy has been
mapped to numerous international and
local standards.
How we manage information
security risk
Effective risk management is key to the
successful execution of our objectives and
the newly formed Group-wide Information
Security and Privacy Committee defines
and provides governance and the risk
management framework for information
security risks across the Group. This
Committee meets at least quarterly and is
a sub-committee of the Group Executive
Risk Committee (GERC), which is chaired
by the Group Chief Risk and Compliance
Officer and of which the Group Chief
Information Security Officer is a standing
member. The Information Security team
also works closely with the Group Risk
function to define information security as
a risk within the business. The Information
Security team regularly reports on security
risk and performance to the Group Risk
Committee and the GERC, demonstrating
the priority and level of executive oversight
assigned to information security risk and
the management of these risks. We monitor
our information security risks through our
Group-wide key performance indicators,
which map to the industry-leading National
Institute of Standards and Technology
Cyber Security Framework and other
frameworks.Our Security function retains
its overarching commitment to protect the
business, comply with all applicable laws
and regulations, and support the growth
of the Group securely.
In 2019 we launched several projects
to enhance our approach to information
security assurance using automation and
analytics. In Asia we have introduced
automated firewall rule analytics to provide
deep-dive real-time reviews on the
performance of our on-premise firewalls.
Projects such as these are driving our
approach to innovating our assurance
processes to provide greater visibility in
a faster and more efficient manner, while
protecting the information entrusted to us.
Training, awareness and Board
oversight of information security risk
Our staff are critical to protecting the
information entrusted to us by our
customers. Consequently, information
security awareness training is integral to
ensuring that our information and systems
remain safe. All members of staff, including
temporary staff, across all of our businesses
are mandated to complete this training at
least annually. Training is provided locally
to support local languages and reflect any
local regulatory and legal requirements.
Completion is tracked within each
business. This training is supplemented
with simulated phishing campaigns
quarterly to test how staff respond to these
attacks in ‘real world’ scenarios. This focus
extends to our Board and executives.
Throughout the year our Non-executive
Directors have access to one-to-one
training, often delivered by the Group
Chief Information Security Officer, on
topics including cyber threat and privacy.
Incident response and resilience
While our aim at Prudential is always to
prevent incidents wherever possible, we
must ensure that we are prepared to
respond to any incident in a timely and
effective manner. Incident response plans
are developed, maintained and tested
regularly, and the Group Information
Security & Privacy team maintains a close
working relationship with business
continuity and disaster recovery teams to
ensure alignment of plans and support in
the event of an incident. Regular scenario-
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based testing of these processes serves
both to confirm the effectiveness of the
plans and provide assurance that staff,
including senior executives, are prepared
for such an event.
Privacy and data protection
In 2019, our focus was dedicated to
maintaining awareness as well as
enhancing and embedding activities that
were implemented as part of the General
Data Protection Regulation programme,
in order to strengthen and sustain ongoing
compliance. Our Group Privacy Office,
which we established in 2018, continues to
maintain oversight of privacy compliance.
In addition, the Office works with Group
businesses across Asia, Africa and the US
to support and advise on ongoing privacy
compliance as well as to provide a point of
escalation for resolving data privacy issues.
Environment
We are determined to minimise our impact
on the environment in line with our
purpose of improving the lives of our
customers and their communities. We are
responsible for understanding our impact
on the environment and doing what we can
to minimise any damaging effects. We
measure our environmental performance
and take action to ensure that we improve
that performance year after year.
Managing our direct impact
Our Group Governance Manual underpins
all our activities, including minimising the
direct impacts of our operations on the
environment. Our Group Environmental
Policy applies to our operational properties
worldwide, guiding our approach to the
management of the direct impacts of our
business units, including compliance with
environmental laws and regulations with
respect to emissions, energy consumption,
water use, waste disposal, environmental
supply chain management and the
adoption of risk management principles for
all property-related matters. Business unit
performance is monitored against the
Group Environmental Policy and updates
are provided to the Board. We participate
in external benchmarks that assess our
management of climate change risks
and opportunities. More information
is available in the Climate section on
page 78 and information on our wider
environmental impact can be found in
the Responsible Investment section,
on page 77.
Global environmental
targets framework
In 2016 we developed a global
environmental targets framework to
drive improvements in environmental
operational performance. This framework
was aligned to the operational footprint of
the pre-demerger Prudential Group and,
as such, a number of targets are no longer
relevant to the demerged Group. The
Group’s new operational footprint provides
an opportunity to develop targets that are
more closely aligned with that footprint
and our ambition in this area. During 2020,
we are reviewing our global environmental
targets framework for the demerged Group
and new targets will be established to start
from 2021.
The highlights of our 2019 environmental
performance are available below. These
metrics cover the performance of the
demerged Prudential Group for 2019 and
form the new baseline data from which
we will measure future environmental
performance. The demerged Prudential
Group is 24 per cent smaller (based on
headcount) than the Prudential Group
including M&G plc. Consequently, the
reported figures are much lower than the
values reported in 2018.
Our environmental performance
1 Energy and climate change –
understanding our impacts, reducing our
greenhouse gas emissions and developing
longer-term actions
In 2019, our global energy use (for the
provision of small power, heating and
cooling) across our occupied estate was
91,921 MWh. Across our occupied estate,
our global absolute Scope 1 and 2
(market-based) greenhouse gas emissions
were 56,421 tCO2e. When normalised
against net lettable floor area, our Scope 1
and 2 emissions were 105 kg CO2e/m2.
In Asia, we completed seven site
assessments as part of our work towards
achieving our target to conduct energy
assessments of our 20 highest energy-
consuming sites. In the US, Jackson
continues to reduce energy usage and
decrease our carbon footprint, and in
2019 completed a range of projects at
our Corporate Way campus in Lansing,
including installing high-efficiency rooftop
CO2 sensors, high-efficiency water heaters,
an energy recovery ventilation unit and a
new dust-collector filtration system to
reduce exhaust and recover energy in
printing facilities.
As in 2018, we have disclosed our Scope 3
air travel booked from the UK. We will
continue to work with our business units
across all of our regions to extend our
Scope 3 emissions reporting. In 2019 our
reported air travel emissions were 6,092
tCO2e. During 2019 we chose to offset our
air travel, covering both our reported and
unreported emissions.
Our full greenhouse gas emissions
statement can be found below.
2 Construction and refurbishment –
delivering sustainable outcomes through
property projects and improved wellbeing
of our employees
Refurbishment projects and new office
builds provide an opportunity to improve
the environmental performance of our
estate. Each business unit has the
autonomy to deliver sustainable building
certification most relevant to its region
and develop standards or guidelines
considered most appropriate in its market.
Our new London office, which we
occupied in April 2019, is rated as
BREEAM Excellent. In Malaysia we have
consolidated our headquarters operations
into a new LEED Gold building in the Tun
Razak Exchange, part of Kuala Lumpur’s
new business and international Financial
District. In order to align and promote
sustainable best practices throughout the
life-cycle of our occupied estate, Prudential
Corporation Asia developed a Smart
Leasing Toolkit and an Environmental
Design and Construction Guide.
3 Waste and recycling – reducing
the waste we generate and diverting
waste from landfill through recycling
and recovery
During 2019, we generated 864 tonnes
of waste in the UK and the US. The quality
of the data being collected in Asia on waste
continues to become more reliable and will
be a focus area for ongoing reporting in
2020. Of the UK and US total, 63 per cent
was diverted from landfill through
recycling, composting or incineration.
Scope 3 carbon emissions associated with
our waste are calculated at 42 tCO2e, a
minor contribution to our overall corporate
footprint in comparison with the energy
use of our buildings and air travel. We
continue to work with our suppliers to seek
opportunities to increase recycling rates
and decrease waste generation in the first
instance.
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of our Scope 3 reporting and increase
coverage where practicable. Our 2019
reporting covers the period 1 October
2018 to 30 September 2019. Please refer to
our Basis of Reporting and supplementary
reporting online for further detail on our
methodology, reported consumption and
drivers of variation.
4 Water consumption – assessing
and reducing our use of water
In 2019, absolute use of water across our
global occupied estate was 229,268 m3.
When normalised against headcount,
our use of water was 12.6 m3/employee.
In the US, irrigation central control has
been installed and activated for systems in
part of Jackson’s Corporate Way campus.
Desktop software and mobile phone
applications are being used to monitor
water usage, providing automated shut-off
capability should there be any breaks in
water supply lines.
5 Sustainable procurement – partnering
our supply chain to deliver sustainable
solutions and source responsibly
The continued support of our supply chain
is key in becoming a sustainable business.
Our procurement team ensures that
environmental requirements are integrated
into procurement frameworks and form
part of the supplier selection criteria.
Prudential plc – greenhouse gas
emissions statement
We have compiled our global GHG
emissions in accordance with the
Companies Act 2006 (Strategic and
Directors’ Reports) Regulations 2013.
GHG emissions are broken down into three
scopes; we have included full reporting for
Scope 1 and 2 and select Scope 3 reporting
as best practice. Scope 1 emissions are
our direct emissions from the combustion
of fuel, fugitive emissions and company
owned vehicles. Scope 2 emissions cover
our indirect emissions from the purchase
of electricity, heating and cooling. We have
reported our Scope 2 emissions using both
the location and market-based methods
in line with the GHG Protocol Scope 2
Guidance. Our Scope 3 footprint includes
UK booked business travel for the
occupied estate, global water consumption
from the occupied estate and waste
generated from occupied properties
(UK and US). We continue to work with
our business units to review the extent
Group total (including continuing and discontinued operations)
Emissions source
Scope 1
Scope 2 – location based
Scope 2 – market based
Scope 3
Total scope 1 & 2
Total scope 1, 2 & 3
Carbon intensity
Kg per m2 – Scope 1 & 2
Tonnes per employee – scope 1 & 2
Kg per m2 – Scope 1, 2 & 3
Discontinued operations
Emissions source
Scope 1
Scope 2 – location based
Scope 2 – market based
Scope 3
Total scope 1 & 2
Total scope 1, 2 & 3
Carbon intensity
Kg per m2 – Scope 1 & 2
Tonnes per employee – scope 1 & 2
Kg per m2 – Scope 1, 2 & 3
2018
% change
2019
9,353
54,155
50,717
17,747
60,070
77,817
9,192(1)
56,543(1)
52,127
22,545
61,319
97,033
96
2.5
124
24
3.1
32
2%
(4)%
(3)%
(21)%
(2)%
(19)%
300%
(19)%
288%
2019
2,041
5,247
1,609
11,471
3,650
15,121
40
0.7
164
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Emissions source
Scope 1
Scope 2 – location based
Scope 2 – market based
Scope 3
Total scope 1 & 2
Total scope 1, 2 & 3
Carbon intensity
Kg per m2 – Scope 1 & 2
Tonnes per employee – scope 1 &2
Kg per m2 – Scope 1, 2 &3
2019
7,312
48,908
49,109
6,275
56,421
62,696
105
3.1
117
Data notes:
Reporting period: 1 October 2018 to 30 September 2019. Baseline year: 1 October 2017 to 30 September 2018. Independent assurance: Deloitte LLP has provided limited assurance over selected
environmental metrics in accordance with the International Auditing and Assurance Standards Board’s (ISAE3000 (Revised)) international standard. Consolidation (boundary) approach: Operational
Control. Consistency with financial statements: The reporting period does not correspond with the Directors’ Report period (01 January 2019 to 31 December 2019) as it was brought forward by three
months to improve the availability of invoice data and reduce reliance on estimated data. Prudential owns assets, which are held on its balance sheet in the financial statements, over which it does not
have operational control. These are excluded from the data below. Assets not included on the balance sheet but held under an operating lease and where we have operational control are included.
Emission factor: Scope 1 and 3 reporting uses the UK DEFRA 2019 GHG Conversion Factors. Scope 2 calculations use the IEA GHG 2019 Conversion Factors for location-based reporting. Market-based
reporting uses supplier emission factors for our UK REGO-backed supply and RE-DISS factors where available. Accounting methodology: The Greenhouse Gas Protocol Corporate Accounting and
Reporting Standard. Materiality threshold: Five per cent. Data restatements: (1) 2018 figure restated as accurate data became available from suppliers.
Supporting our communities
Our community investment strategy is
closely aligned with our business purpose
and with our stakeholders’ concerns
and interests, and is focused around
four principal themes: social inclusion,
education and life skills, disaster
preparedness and employee engagement.
We take an active approach in helping
tackle environmental and social challenges.
Our strong contribution, harnessing the
commitment of our people, continues
to improve lives and build communities,
wherever we work.
Our approach to
community investment
Our relationships with our charity partners
are long-term, involving support through
both funding and skills-based employee
volunteering. Our business units are
guided by the Group’s strategy and
framework for investing in the community,
as laid out in our Group-wide Community
Investment Policy, but within that
framework they have the autonomy to
manage their own community investment
programmes. Our Group-wide Community
Investment Policy sets minimum standards,
as well as prohibiting political funding and
contributions to religious organisations that
have a clear aim to propagate a set faith.
Understanding the issues faced by local
communities is part of being a responsible
business, and those best placed to manage
community investment are our local
businesses. In Asia and Africa this is done
through the Prudence Foundation, a
unified charitable organisation governed
by a statutory board of directors, which
maximises the impact of our community
investment across these regions.
In the US, a governance committee of
Jackson and the Jackson Charitable
Foundation board of directors regularly
review our community investment activity,
strategy and spend.
The plc Board reviews the Group’s
community investment performance
and approves our strategy annually,
while our Material Subsidiary Boards
oversee corporate responsibility initiatives
undertaken by our business units.
Paul Manduca, Chairman of Prudential plc,
is the Board sponsor for corporate
responsibility.
Monitoring and measuring
our programmes
We take a strategic, long-term approach to
community investment, and we ensure that
all our community investment activities
meet our objectives. We use performance
metrics aligned to the London
Benchmarking Group (LBG) guidelines,
which are used to monitor progress and
guide the valuation of both cash and
in-kind contributions, employee
volunteering and management costs.
In 2019, the Group spent $29.1 million
supporting community activities. Direct
cash donations to charitable organisations
amounted to $20.6 million. The balance
includes in-kind donations as set out on the
Group website at www.prudentialplc.com/
about-us/esg/performance/community-
investment that are calculated in
accordance with LBG guidelines. This
included 10,834 employees who
contributed 103,775 hours of volunteer
service in their communities. Our 2019
community investment reporting is assured
by Deloitte LLP. Further information and
Deloitte’s assurance statement can be
found on the Prudential plc website at
www.prudentialplc.com/about-us/esg/
performance/external-assurance-of-
responsibility-reporting.
2019 highlights
Volunteering across the globe
Many of our employees play an active role
in their communities through volunteering,
charitable donations and fundraising.
Chairman’s Challenge is our flagship
international volunteering programme,
bringing people together across the Group
to help their communities. The programme
continues to appeal to colleagues, with
over 5,400 signing up to participate across
21 projects. Each volunteering project
focuses on one or more of our community
priorities and enables us to support both
large, well established charities and
innovative, smaller-scale activities with
volunteers and financial support. As well as
volunteering on behalf of the Chairman’s
Challenge, employees around the Group
volunteered on a huge range of other
charitable projects, from providing
disaster relief to mentoring schoolchildren
supporting the elderly and skills-sharing.
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ESG SUMMARY CONTINUEDPrudential RideLondon
Prudential RideLondon is a major
mass-participation and charity fundraising
event in the UK which has raised more
than £77.5 million for charity in the last
seven years. In 2019 it raised more than
£11.5 million for over 980 charities.
We have sponsored the event since
its inception in 2013, and in 2019 our
community engagement partnership,
PruGOals, supported 273 young people
from 21 schools across the UK to improve
their self-esteem, aspiration and
educational outcomes.
Political donations
It is the Group’s policy neither to make
donations to political parties nor to incur
political expenditure, within the meaning
of those expressions as defined in the
UK Political Parties, Elections and
Referendums Act 2000. The Group did
not make any such donations to incur any
such expenditure in 2019.
More detailed information on
our ESG activities is available in
our 2019 ESG report found at
www.prudentialplc.com/investors/
reports/2019
Early childhood development
The Prudence Foundation has supported
the First Read programme since 2013,
partnering with Save the Children to invest
in early childhood care and development
in Cambodia and the Philippines. First Read
helps parents to develop their children’s
numeracy and literacy skills by providing
books in the local language or dialect, and
encouraging them to read, sing and count
together. It also helps parents understand
the importance of healthy and nutritious
food for their children’s development.
Since 2013, more than 330,000 children
and their parents have benefited through
this home-based early childhood
development programme, while over
one million people have benefited
indirectly through shared knowledge
and resources developed from First Read.
Jackson Career Exploration Centre
In partnership with Junior Achievement
of Middle Tennessee, Jackson has
underwritten the Jackson Career
Exploration Centre in JA Finance Park.
This state-of-the-art programme serves
seventh- to 12th-grade students across
Middle Tennessee, combining hands-on
classroom activities with real-world
simulation, which allows students to put
their money-management skills to the test,
giving them a solid foundation for making
intelligent personal finance decisions
throughout their lives. The programme
will host 10,000 students each school year,
serving 22 counties in the region.
Cha-Ching – the first global financial
education programme
Developed by Prudential to address the
gap in financial literacy, Cha-Ching is a
global financial education and responsibility
programme for children aged from seven
to 12. Now in its ninth year, the programme
has expanded from its origins in Asia to the
US and Africa. It has been very positively
received in all markets, with strong
feedback from parents, teachers, children
and government stakeholders.
Safe Steps
Safe Steps is a ground-breaking, Asia and
Africa public service programme aimed
at enhancing awareness about natural
disasters, road safety and first aid through
the dissemination of survival tips. The
programme was created and developed
by the Prudence Foundation. Principal
partners involved in the programme’s
development and continuing to support
its roll-out are National Geographic, the
International Federation of Red Cross and
Red Crescent Societies and the Federation
Internationale de l’Automobile. The
programme continues to reach an
estimated 250 million people every day
across Asia through partnerships with
government, humanitarian and private
sector organisations.
Safe Schools
During 2019, the Prudence Foundation
continued to support the Safe Schools
programme in partnership with Plan
International and Save the Children in
Cambodia, the Philippines and Thailand.
This programme primarily focuses on
disaster preparedness for students,
teachers and local community members.
Since 2013, almost 90,000 students
and 43,000 adults have participated
in the programme.
Strategic report approval
by the Board of Directors
The strategic report set out on pages
10 to 87 is approved by the Board of
Directors.
Signed on behalf of the Board
of Directors
Mike Wells
Group Chief Executive
10 March 2020
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Governance
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Board of Directors
Group Executive Committee
How we operate
Risk management and internal control
Committee reports
Nomination & Governance Committee
Audit Committee
Risk Committee
Statutory and regulatory disclosures
Index to principal Directors’ report disclosures
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CHAIRMAN’S INTRODUCTION
Robust and transparent
governance supporting our
long-term sustainable success
Dear shareholder
Good governance encourages decisions
to be made in a way that is most likely to
promote the long-term sustainable success
of the Company for the benefit of its
members, taking into account the views
and interests of the Group’s wider
stakeholders. We aim to achieve this
through a governance framework that
supports decision-making, facilitates
challenge, is continuously updated to
meet the Group’s business needs, and
encompasses a prudent system of internal
controls and rigorous processes for
identifying, managing and mitigating
key risks.
Set out below are some of the principal
strategic and governance items the Board
has considered over 2019.
The demerger of M&G plc
Following the announcement in 2018 of
the Board’s intention to demerge M&G plc
from the remainder of the Prudential
Group, the demerger was completed
on 21 October 2019 on an accelerated
timetable. The effort by management and
employees during the year to achieve this
milestone should not be underestimated
and the Board is grateful for the efforts of
all those involved across the business.
During 2019, the Board has been focused
on overseeing the execution of the
demerger in a manner that promotes the
long-term sustainable success of both
groups. A number of workshops were
held outside the usual cycle of meetings to
facilitate more detailed discussions about
the execution of the demerger, taking into
account all stakeholder interests and
ensuring the effective delivery of this
complex transaction, and to consider the
challenges and opportunities facing both
groups post-demerger. The Board has
found these workshops to be valuable
and intends to continue this approach, as
appropriate, when addressing key strategic
matters, to ensure that additional time to
discuss and challenge is available.
Time was spent ensuring M&G plc would
have in place a suitable governance
framework for a listed group at the point
of demerger, including establishing a
board with the desired skills and
experience to progress M&G’s strategic
aims. Consideration was also given to
the allocation of capital and resources
between the two groups. As part of these
discussions the Board considered and
managed potential conflicts of interests
between the two groups in order to create
a fair outcome.
As Prudential no longer has operations
in the UK and Europe, the Hong Kong
Insurance Authority (the Hong Kong IA)
has assumed the role of Group-wide
supervisor. However, our long-standing
governance framework has remained
in place.
Our purpose, culture and values
Prudential has been delivering on its
purpose throughout its 171 year history
and we have taken the opportunity
presented by the demerger of M&G plc
to improve the articulation and
communication of this purpose. We help
people de-risk their lives and deal with
their biggest financial concerns, providing
them with the freedom to face the future
with confidence. We deliver economic
and social benefits for our customers,
our employees and the communities in
which we operate, while creating financial
benefits and delivering growing returns
for our investors. A description of how
Prudential considers and delivers on this
purpose is set out in the ESG report on
pages 72 to 87.
We recognise that culture is an important
contributor to long-term success and
sustainable growth. The Board dedicated
time in 2019 to reviewing Prudential’s
culture, focusing as part of our preparations
for the demerger on the transition to
our new operating environment and
challenges. We made progress in defining
and communicating our culture,
recognising and rewarding behaviours
that embody our culture, and measuring
progress.
Now that the demerger is complete, we are
focusing in more detail on how to shape our
culture to support our changing business
model and embrace new ways of thinking,
working and leading. It is one of our
key objectives to ensure that Prudential
continues to be guided by its values and
behaviours and demonstrates ongoing
commitment to our stakeholders and to
innovation, performance and excellence
in execution.
We are developing plans for assessing and
monitoring culture as we move forward,
including regular reporting to the Board.
Developing a shared culture and
behaviours across multiple jurisdictions
presents a number of challenges and so we
are focusing efforts on developing a
Group-wide culture framework, which
includes a common purpose and shared
mindsets, behaviours and capabilities but
allows tailoring for local context.
Details of our risk governance and culture
can be found in the Group Chief Risk and
Compliance Officer’s Report on pages 51
to 71. Our Group-wide Internal Audit
function considers the risk and control
culture of the organisation throughout its
activities, and our Group Code of Business
Conduct underlies everything we do,
shaping our culture and linking culture
explicitly to values and behaviours.
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I am pleased we have strengthened the
Board’s composition further to ensure the
Group is well-placed to develop and deliver
on our strategic objectives post-demerger.
Effective governance is based on the
appropriate level of oversight and
challenge. As such, the methodology
and results of our 2019 Board evaluation
are set out on pages 102 and 103 and
I hope reading this report will demonstrate
to you the work that we have done in
ensuring that oversight and challenge
continue to ensure that the Board is
promoting the long-term success of the
Company.
I hope that this report and the reports
of my fellow Committee Chairs will
demonstrate to you the work we have
undertaken over the course of the year
as well as the tangible and positive impact
this has had on our business.
Paul Manduca
Chairman
Looking after our stakeholders
and wider community initiatives
At Prudential, we recognise that our
stakeholders are key to our long-term
success. We seek to engage proactively
with them, to understand their views and
to take these views into account when
making decisions.
In response to the emphasis that the UK
Corporate Governance Code places
on wider stakeholders, the Board has
designated two Non-executive Directors
to represent the workforce at Board level
and is taking action to improve oversight
of workforce policies and practices in
order to help ensure consistency with the
Group’s culture and values, including a
review of relevant policies to be completed
in 2020. Further information about how
the Board has taken into account the views
of the Group’s key stakeholders, including
employees, can be found on pages 73 to 76
and 81 to 84.
Our ESG Executive Committee has
responsibility for identifying ESG themes
and overseeing ESG reporting. This
management Committee provides updates
to the Nomination & Governance
Committee. You can read more about our
corporate social responsibility actions in
the ESG summary and in our 2019 ESG
report which will be published on our
website.
Board composition
The Nomination & Governance Committee
has undertaken significant work during
2019 to ensure that the Board’s skills
and experience remain appropriate to
formulate and oversee delivery of the
strategy for the Group following the
demerger and that there is an orderly
and planned succession strategy in place
for key roles.
We announced last year that my tenure
as Chairman had been extended until
May 2021 in order both to help oversee
the demerger of M&G plc and to ensure
continuing smooth governance afterwards.
The early delivery of the demerger has
focused the Board’s attention on
succession planning. Following an
extensive search which considered both
internal and external candidates and which
was led by Philip Remnant in his capacity
as Senior Independent Director, we
announced the appointment of Shriti
Vadera as a Non-executive Director with
effect from 1 May 2020. I intend to step
down from the Board with effect from
31 December 2020 and Shriti is expected
to succeed me and become Chair of the
Board and Chair of the Nomination &
Governance Committee on 1 January 2021.
I believe that Shriti is an excellent choice
and I look forward to working with her
during the transition to her becoming Chair.
I would also like to welcome Amy Yip and
Jeremy Anderson to the Board and to thank
Howard Davies, who will step down from
the Board at the conclusion of the 2020
Annual General Meeting, for his significant
contribution during his tenure and his
leadership of the Risk Committee since
inception. As announced on 11 March
2020, Jeremy will succeed Howard Davies
as Chair of the Risk Committee at the
conclusion of the Annual General Meeting
in May 2020.
I would also like to note the expansion
of the roles of Mark FitzPatrick and James
Turner, as announced on 10 July 2019, in
preparation for the demerger. Mark’s role
is now Group Chief Financial Officer and
Chief Operating Officer. This extension
of his responsibilities encompasses
oversight of key Group support functions
including Legal, Government Relations
and Communications. James assumed
responsibility for Compliance and became
Group Chief Risk and Compliance Officer.
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Chairman
Relevant skills and experience
Paul will continue to draw on his extensive
experience in leadership roles and his
knowledge of the Group’s core businesses,
international markets and industry sectors,
and his technical knowledge, to provide
effective leadership during a period of change
for the Group.
Paul has held a number of senior leadership
roles. Notable appointments include serving
as chairman of the Association of Investment
Companies (1991 to 1993), acting as founding
CEO of Threadneedle Asset Management
Limited (1994 to 1999), global CEO of
Rothschild Asset Management (1999 to 2002),
directorships of Eagle Star and Allied Dunbar,
holding the offices of European CEO of
Deutsche Asset Management (2002 to 2005),
chairman of Bridgewell Group plc and a
director of Henderson Smaller Companies
Investment Trust plc.
Other previous appointments include the
chairmanship of Aon UK Limited and JPM
European Smaller Companies Investment
Trust Plc. From September 2005 until March
2011, Paul was a non-executive director of
Wm Morrison Supermarkets Plc, including as
senior independent director, audit committee
chairman and remuneration committee
chairman. He was a non-executive director
and audit committee chairman of KazMunaiGas
Exploration & Production until the end of
September 2012 and chairman of Henderson
Diversified Income Limited until July 2017.
Paul is the Chairman of the Board. He initially
joined the Board in October 2010 as the Senior
Independent Director and member of the
Audit and Remuneration Committees, roles
he held until his appointment as Chairman in
July 2012. On becoming Chairman, Paul was
also appointed Chair of the Nomination &
Governance Committee, having been a
member of the Committee since January 2011.
Chief Executive
Relevant skills and experience
Mike continues to develop the operational
management of the Group on behalf of the
Board, implementing Board decisions and
leading the Executive Directors and senior
executives in the management of all aspects
of the day-to-day business of the Group.
Mike has more than three decades’
experience in insurance and retirement
services, having started his career at the US
brokerage house Dean Witter, before going
on to become a managing director at Smith
Barney Shearson.
Mike joined the Prudential Group in 1995
and became Chief Operating Officer and
Vice-Chairman of Jackson in 2003. In 2011,
he was appointed President and Chief
Executive Officer of Jackson, and joined
the Board of Prudential.
During his leadership of Jackson, Mike was
responsible for the development of Jackson’s
market-leading range of retirement solutions.
He was also part of the Jackson teams that
purchased and successfully integrated a
savings institute and two life companies.
Mike is Group Chief Executive, a position
he has held since June 2015.
Other appointments
— International Advisory Panel of the
Monetary Authority of Singapore
— San Diego University Advisory Board
Paul Manduca
Chairman
Appointments
Board: October 2010
Chairman of the Board: July 2012
N&G : July 2012
Age: 68
Michael Wells
Group Chief Executive
Appointments
Board: January 2011
Group Chief Executive: June 2015
Age: 59
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Following the change of Group-wide
supervisor in October 2019 to the
Hong Kong Insurance Authority,
the composition of the Prudential
Corporation Asia Limited board
of directors mirrors the
Prudential Board.
Board changes
Executive Directors
Key to Committee membership
Chair Chair
Audit Audit
N&G Nomination & Governance
Rem Remuneration
Risk
Risk
Non-executive Directors
As announced on 28 February 2019,
Lord Turner stepped down from the
Board with effect from the conclusion
of the 2019 AGM held on 16 May 2019.
As announced on 10 May 2019,
Amy Yip was appointed to the Board as
a Non-executive Director and member
of the Remuneration Committee with
effect from 2 September 2019.
As announced on 10 December 2019,
Jeremy Anderson was appointed to the
Board as a Non-executive Director and
member of the Risk and Audit Committees
with effect from 1 January 2020.
As announced on 30 January 2020,
Shriti Vadera will join the Board as a
Non-executive Director and member
of the Nomination & Governance
Committee with effect from 1 May 2020.
Executive Directors
As announced on 28 February 2019,
in preparation for the demerger of
M&G plc, Michael Falcon, John Foley
and Nic Nicandrou ceased to be Directors
of Prudential plc at the conclusion of the
2019 AGM held on 16 May 2019. Michael
Falcon and Nic Nicandrou maintained their
positions as chief executives of their
respective business units and as members
of the Group Executive Committee.
As the chief executive of M&G plc,
John Foley ceased to be a member of the
Group Executive Committee at demerger
on 21 October 2019.
Mark FitzPatrick CA
Group Chief Financial Officer
and Chief Operating Officer
Appointment
Board: July 2017
Age: 51
James Turner FCA FCSI FRM
Group Chief Risk and
Compliance Officer
Appointment
Board: March 2018
Age: 50
Relevant skills and experience
Mark has a strong background across
financial services, insurance and investment
management, encompassing wide geographical
experience relevant to the Group’s key markets.
Mark previously worked at Deloitte for 26 years,
building his industry focus on insurance and
investment management globally. During this
time, Mark was managing partner for Clients
and Markets, a member of the executive
committee and a member of the board of
Deloitte UK. He was a vice chairman of Deloitte
for four years, leading the CFO Programme
and developing the CFO Transition labs.
Mark previously led the Insurance & Investment
Management audit practice and the insurance
industry practice.
Mark is Group Chief Financial Officer and Chief
Operating Officer, a position he has held since
July 2019. He joined the Board as Chief Financial
Officer in July 2017.
Relevant skills and experience
Having held senior positions at Prudential for
a number of years, James has a wide-ranging
understanding of the business and draws on
previous experience across internal audit,
finance and compliance, as well as technical
knowledge, relevant to his role.
James has led internal audit teams in UBS in
both the UK and Switzerland. Prior to joining
Prudential, James was the deputy head of
compliance for Barclays plc. He also held a
number of senior internal audit roles across the
Barclays group, leading teams that covered the
UK, the US, Western Europe, Africa and Asia
retail and commercial banking activities.
James joined Prudential in November 2010 as
the Director of Group-wide Internal Audit and
was appointed Director of Group Finance in
September 2015, with responsibility for delivery
of the Group’s internal and external financial
reporting, business planning, performance
monitoring and capital and liquidity planning.
He also led the development of the Group’s
Solvency II internal model.
James joined the Board as an Executive Director
and Group Chief Risk Officer in March 2018.
Prior to the demerger of M&G plc, he led the
discussions with Hong Kong IA on the revised
capital framework for the Group and in July 2019
assumed responsibility for Group Compliance,
becoming the Group Chief Risk and Compliance
Officer, relocating to Hong Kong in August 2019.
Other appointment
— West Bromwich Building Society
(non-executive director)
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CONTINUED
Non-executive Directors
The Hon. Philip Remnant
CBE FCA
Senior Independent Director
Appointments
Board: January 2013
Audit : January 2013
N&G : January 2013
Rem : January 2013
Age: 65
Relevant skills and experience
Philip contributes experience across a number
of sectors and in particular listed company
experience and the financial services industry,
including asset management, in the UK
and Europe.
Philip was a senior adviser at Credit Suisse and
a vice chairman of Credit Suisse First Boston
(CSFB) Europe and head of the UK Investment
Banking Department. He was twice seconded to
the role of director general of the Takeover Panel.
Philip also served on the board of Northern
Rock plc and as chairman of the Shareholder
Executive. Until July 2018, he also served on
the board of UK Financial Investments Limited.
Philip joined the Board in January 2013 as a
Non-executive Director, as Senior Independent
Director and as a member of each of the Audit
Committee, the Remuneration Committee
and the Nomination & Governance Committee.
He also chaired the M&G Group Limited board
from April 2016 until October 2018.
Other appointments
— Severn Trent plc
— City of London Investment Trust (chairman)
— Takeover Panel (deputy chairman)
Jeremy Anderson CBE
Appointments
Board: January 2020
Audit : January 2020
Risk : January 2020
Age: 61
Sir Howard Davies
Appointments
Board: October 2010
Audit : November 2010
N&G : July 2012
Risk : October 2010
Age: 68
Relevant skills and experience
Jeremy contributes substantial leadership
experience of the financial services sector
across Asia and the US. He has extensive
technical knowledge on audit and risk
management, particularly concerning
international companies.
Jeremy joined KPMG Consulting in 1985 and
held the role of Chief Executive Officer in 2001
before being appointed as head of UK
operations at Atos Origin and a member of the
Management Board of Atos Origin SA in 2002.
From 2006, following two years as head of
financial services at KPMG UK, Jeremy held the
role of KPMG’s head of financial services for
Europe followed by head of clients & markets in
2008. He served as KPMG’s Chairman of Global
Financial Services until 2017. Jeremy also served
on the board of the UK Commission for
Employment and Skills, and now serves as a
non-executive director and chairman of the
audit committee of UBS Group AG.
Jeremy joined the Board in January 2020 as a
Non-executive Director and member of the
Audit and Risk Committees.
Other appointments
— UBS Group AG
(chairman of audit committee)
— The Productivity Group
— The Kingham Hill Trust
Relevant skills and experience
Howard has a wealth of experience in the
financial services industry, across the Civil
Service, consultancy, asset management,
regulatory and academia. He also contributes
his detailed knowledge of the Group’s key
international markets including the UK, Europe,
North America and Asia as well as international
regulatory experience.
Howard was previously chairman of the Phoenix
Group and an independent director of Morgan
Stanley Inc.
Howard joined the Board in October 2010 as a
Non-executive Director and Chair of the Risk
Committee. He joined the Audit Committee in
November 2010 and the Nomination &
Governance Committee in July 2012.
Other appointments
— Royal Bank of Scotland (chairman)
— China Banking and Insurance Regulatory
Commission international advisory board
— China Securities Regulatory Commission
international advisory board (chairman)
— Institut d’Études Politiques (Sciences Po)
— Millennium LLC regulatory advisory board
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Key to Committee membership
Chair Chair
Audit Audit
N&G Nomination & Governance
Rem Remuneration
Risk
Risk
David Law ACA
Appointments
Board: September 2015
Audit : May 2017
Risk : May 2017
N&G : May 2017
Age: 59
Kaikhushru Nargolwala FCA
Appointments
Board: January 2012
Rem : January 2012
Risk : January 2012
Employee Engagement
Director: May 2019
Age: 69
Anthony Nightingale
CMG SBS JP
Appointments
Board: June 2013
N&G : May 2015
Rem : May 2015
Age: 72
Relevant skills and experience
David has experience across the Group’s key
international markets including North America
and Asia, and across a number of industry
sectors. He contributes extensive technical
knowledge of audit, accounting and financial
reporting essential to his role as Chair of the
Audit Committee.
David was the global leader of
PricewaterhouseCoopers (PwC) insurance
practice, a partner in PwC’s UK firm,
and worked as the lead audit partner for
multi-national insurance companies until his
retirement in 2015. During his time at PwC
David’s responsibilities also included
leadership of PwC’s insurance and investment
management assurance practice in London
and the firm’s Scottish assurance division.
David’s role as a director and CEO of
L&F Holdings Limited and its subsidiaries
(the professional indemnity captive insurance
group which serves the PwC network and
its member firms), ceased in July 2019.
David joined the Board in September 2015 as
a Non-executive Director and member of the
Audit Committee. David was appointed Chair
of the Audit Committee and a member of the
Risk Committee and of the Nomination &
Governance Committee in May 2017.
Other appointment
— University of Edinburgh (Member of the
court and policy and resources committee)
Relevant skills and experience
Kai has experience across some of the Group’s
key international markets, particularly Hong
Kong and the wider Asian market. In addition to
his experience with listed groups, he contributes
knowledge of the financial services sector.
Kai spent 19 years at Bank of America and was
based in Hong Kong in roles as group executive
vice president and head of the Asia Wholesale
Banking Group from 1990 to 1995. He spent 10
years working for Standard Chartered PLC
in Singapore as group executive director
responsible for Asia governance and risk from
1998 to 2007. Kai was chief executive officer
of the Asia Pacific Region of Credit Suisse AG
from 2008 to 2010 and now serves as director
and chairman of their remuneration committee.
Kai has served on a number of other boards,
including Singapore Telecommunications and
Tate and Lyle plc.
Kai joined the Board in January 2012 as a
Non-executive Director and member of the
Remuneration and Risk Committees. Kai acts
as a designated Non-executive Director for
employee engagement matters as set out in the
UK Code, for the Group’s workforce in Asia
and Africa.
Other appointments
— Clifford Capital Pte. Ltd (chair)
— Credit Suisse Group AG
— PSA International Pte Ltd
— Co-Chair of Sustainable Finance Steering
Committee formed by Temasek
(effective 1 March 2020)
Relevant skills and experience
Anthony has long executive experience of
listed companies and, in particular, extensive
knowledge of Asian markets.
Anthony spent his career in Asia, where he
joined the Jardine Matheson Group in 1969,
holding a number of senior positions before
joining the board of Jardine Matheson Holdings
in 1994. He was managing director of the
Jardine Matheson Group from 2006 to 2012.
He was a member of the Hong Kong-APEC trade
policy study group until 2018 and a member of
the UK-ASEAN Business Council until 2019.
Anthony joined the Board in June 2013 as a
Non-executive Director and member of the
Remuneration Committee. He became Chair of
the Remuneration Committee and a member of
the Nomination & Governance Committee in
May 2015.
Other appointments
— Jardine Matheson Holdings (and other
Jardine Matheson group companies)
— Schindler Holding Limited (until
19 March 2020)
— Shui On Land Limited
— Vitasoy International Holdings Limited
— The Innovation and Strategic Development
Council in Hong Kong
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationBOARD OF DIRECTORS
CONTINUED
Non-executive Directors continued
Alice Schroeder
Appointments
Board: June 2013
Audit : June 2013
Risk : March 2018
Age: 63
Thomas Watjen
Appointments
Board: July 2017
Rem : July 2017
Risk : November 2018
Employee Engagement
Director: May 2019
Age: 65
Fields Wicker-Miurin OBE
Appointments
Board: September 2018
Rem : September 2018
Age: 61
Relevant skills and experience
Alice has experience across the insurance, asset
management, technology and financial services
industries in the US.
Alice began her career as a qualified accountant
at Ernst & Young. She joined the Financial
Accounting Standards Board as a manager
in 1991, overseeing the issuance of several
significant insurance accounting standards.
From 1993, she led teams of analysts specialising
in property-casualty insurance as a managing
director at CIBC Oppenheimer, PaineWebber
(now UBS) and Morgan Stanley. Alice was also
an independent board member of the Cetera
Financial Group and held the office of CEO
and chair of WebTuner (now Showfer Media
LLC), until its sale in 2017. She was also a
director of Bank of America Merrill Lynch
International until December 2018.
Alice joined the Board in June 2013 as a
Non-executive Director and member of the
Audit Committee. She became a member
of the Risk Committee in March 2018.
Other appointments
— Quorum Health Corporation
— Natus Medical Incorporated
Relevant skills and experience
Tom has experience across the insurance,
asset management and financial services
industries as well as experience with listed
companies in the UK and the US.
Tom started his career at Aetna Life and
Casualty before joining Conning & Company,
an investment and asset management provider,
where he became a partner in the consulting
and private capital areas. He joined Morgan
Stanley in 1987, and became a managing
director in its insurance practice.
In 1994 he was appointed executive vice
president and chief financial officer of Provident
Companies Inc.
He was a key member of the team associated
with Provident’s merger with Unum in 1999 and
was appointed president and chief executive
officer of the renamed Unum Group in 2003,
a role he held until May 2017. Tom also served
on the board of Sun Trust Banks from 2010 until
April 2019. In 2019, Tom joined the boards of
LocatorX, Inc and in 2020 he joined the board
of Arch Capital Group Limited.
Tom joined the Board in July 2017 as a
Non-executive Director and member of the
Remuneration Committee. He became a
member of the Risk Committee in November
2018. Tom acts as a designated Non-executive
Director for employee engagement matters
as set out in the UK Code, for the Group’s
workforce in the US and UK.
Other appointments
— Arch Capital Group Limited
— LocatorX, Inc
Relevant skills and experience
Fields has extensive international boardroom
experience, combining knowledge of the
Group’s key geographic markets with
experience across the global financial
services industry.
Fields started her career at Philadelphia National
Bank in 1982 before joining Strategic Planning
Associates (now Oliver Wyman) as a senior
partner in 1989. She became chief financial
officer and director of strategy at the London
Stock Exchange in 1994, leader of the global
markets practice of AT Kearney in 1998 and
managing director of Vesta Capital Advisors
in 2000. She was appointed to Nasdaq’s
Technology Advisory Council in 2000 and
was a member of the panel of experts advising
the European Parliament on financial markets
harmonisation for four years from 2002.
She became a non-executive director and chair
of the audit committee of Savills plc in 2002
and a non-executive director and chair of the
investment committee of the Royal London
Group in 2003. Fields was also a non-executive
board member at the Department for Digital,
Culture, Media & Sport from January 2016 until
January 2020.
Fields joined the Board in September 2018 as
a Non-executive Director and member of the
Remuneration Committee.
Other appointments
— BNP Paribas
— SCOR SE
— Leaders’ Quest (partner)
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Key to Committee membership
Chair Chair
Audit Audit
N&G Nomination & Governance
Rem Remuneration
Risk
Risk
Group Executive Committee
The Group Executive Committee (GEC) comprises the Executive Directors, the Chief
Executive of each of Prudential Corporation Asia and Jackson Holdings LLC, the Group
Human Resources Director and Group Chief Digital Officer. The GEC is a management
committee constituted to support the Group Chief Executive, who also chairs the GEC.
For the purposes of the Hong Kong Listing Rules, Senior Management is defined as the
members of the GEC.
Jolene Chen
Group Human Resources Director
Appointment to the GEC: June 2019
Age: 60
Relevant skills and experience
Jolene is the Group Human Resources
Director and Chief Human Resources Officer
for Prudential Corporation Asia. She is also
a member of the Prudential Corporation Asia
Executive Board and a Councillor of Prudence
Foundation, the community investment arm of
Prudential in Asia.
Jolene has more than 30 years’ experience,
including eight as Chief Human Resources
Officer for Prudential Corporation Asia. Prior
to joining us she spent over 21 years with
multinational companies in a variety of
resourcing, organisational design, talent
management, learning and development
and human resources roles.
Michael Falcon
Chief Executive Officer,
Jackson Holdings LLC
Appointment to the GEC: January 2019
Age: 57
Relevant skills and experience
Michael is Chief Executive Officer of Jackson
Holdings LLC, which includes Jackson’s US
subsidiaries and affiliates. Before joining
Prudential in January 2019, he was based in
Hong Kong as chief executive officer of Asia
Pacific for J.P. Morgan Asset Management, a
role he held from 2015, and was head of Asia
Pacific funds from 2014. Michael is also a
director of a number of Group subsidiaries
within Jackson.
Michael joined J.P. Morgan Asset
Management in New York as head of
retirement in 2010, before which he was at
Merrill Lynch in a number of roles including as
head of the retirement group. He has served
as a trustee and executive committee member
of the Employee Benefit Research Institute
(EBRI) and was founding chairman of the
Advisory Board of EBRI’s Center for
Retirement Income Research.
Nicolaos Nicandrou
Chief Executive,
Prudential Corporation Asia
Appointment to the GEC: October 2009
Age: 54
Relevant skills and experience
Nic became Chief Executive of Prudential
Corporation Asia in July 2017 and is
responsible for Prudential Corporation Asia’s
life insurance and asset management business
across 14 markets in Asia. Nic is also the
chairman of CITIC-Prudential Life Insurance
Limited.
Nic started his career at
PricewaterhouseCoopers (PwC). Before
joining Prudential as an Executive Director
and Chief Financial Officer in 2009, he worked
at Aviva, where he held a number of senior
finance roles, including as Norwich Union
Life’s finance director and board member,
Aviva group financial control director, Aviva
group financial management and reporting
director and CGNU group financial
reporting director.
Al-Noor Ramji
Group Chief Digital Officer
Appointment to the GEC: January 2016
Age: 65
Relevant skills and experience
Al-Noor, who joined Prudential in 2016 in the
newly-created role of Group Chief Digital
Officer, is responsible for developing and
executing an integrated, long-term digital
strategy for the Group.
Before joining Prudential, he worked at
Northgate Capital, a venture capital firm in
Silicon Valley, where he ran the technology-
focused funds. Prior to that, Al-Noor was at
Misys, the financial services software group,
and he has previously held leading technology
and innovation roles at BT Group, Qwest
Communications, Dresdner Kleinwort Benson
and Swiss Bank Corporation.
Amy Yip
Appointments
Board: September 2019
Rem : September 2019
Age: 68
Relevant skills and experience
Amy has extensive experience of China and
South-east Asia following a 40-year career in
banking, insurance, asset management
and government.
Amy started her career at Morgan Guaranty Trust
of New York in 1978 before joining the Management
Analysis Centre in Boston and Hong Kong as a
consultant in 1986. She became executive director
of Rothschild Asset Management in Hong Kong
in 1988, vice president of Citibank Private Bank
North Asia in 1991 and executive director (Reserves
Management) of the Hong Kong Monetary
Authority in 1996. She was group head of wealth
management of DBS Bank, chair of DBS Asset
Management and chief executive officer of DBS
Bank Hong Kong between 2006 and 2010. Since
2011 she has been an adviser to Vita Green,
a health supplements provider based in Hong
Kong, and a founder and partner of RAYS Capital
Partners, a Hong Kong investor in Asian equities.
Amy became a non-executive director of AIG
Insurance Hong Kong Limited in 2011 and chair
of its audit committee in 2017, a non-executive
director and member of the compensation and
nomination committees of Temenos Group AG
in 2014, a non-executive director and member
of the Technology Committee of Deutsche Börse
AG in 2015 and a non-executive director of
Fidelity Funds in 2017. In August 2019, she
became the chair of the Asia Pacific advisory
board of EFG Bank International.
Amy joined the Board in September 2019
as a Non-executive Director and member
of the Remuneration Committee.
Other appointments
— AIG Insurance Hong Kong Limited
— Deutsche Börse AG
— Fidelity Funds
— RAYS Capital Partners (founder partner)
— Temenos Group AG
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97
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationHow we operate
This section tells you more about the Group’s governance,
operation of the Board and Board roles.
Group governance
Corporate governance codes –
statement of compliance
The Company has dual primary listings in
London (premium listing) and Hong Kong
and has therefore adopted a governance
structure based on the UK and Hong Kong
Corporate Governance Codes (the UK and
HK Codes). This report explains how the
principles set out in the UK and HK Codes
have been applied.
The Board confirms that, for the year under
review, the Company has complied with
the principles and provisions of the UK
Code. In respect of provision 38 of the UK
Code, Prudential has committed to aligning
the level of pension contributions for newly
appointed Executive Directors with that of
the workforce. As recognised by the FRC’s
Board Effectiveness Guidance, there are
practical considerations in amending
arrangements for incumbents. Accordingly,
Executive Directors who were in office
before the 2018 UK Code came into force
will have their pension contributions
reduced over time, as described on page
171 of the Directors’ remuneration report.
The Company has also complied with the
provisions of the HK Code other than as
follows: Provision B.1.2(d) of the HK Code
requires companies, on a comply or explain
basis, to have a remuneration committee
which makes recommendations to a
main board on the remuneration of
non-executive directors. This provision
is not compatible with provision 34 of the
UK Code which recommends that the
board determines the remuneration of
non-executive directors. Prudential has
chosen to adopt a practice in line with the
recommendations of the UK Code.
The UK Code is available from:
www.frc.org.uk
The HK Code is available from:
www.hkex.com.hk
Our governance framework
The Group has established a governance
framework for the business, which is
approved by the Board, and is designed
to promote appropriate behaviours across
the Group. The Nomination & Governance
Committee reviews the Group Governance
framework annually.
The governance framework includes the
key mechanisms through which the Group
sets strategy, plans its objectives, monitors
performance, considers risk management,
holds business units to account for
delivering on business plans and arranges
governance.
The Group Governance Manual (the
Manual) sets out the policies and
procedures under which the Group
operates, taking into account statutory,
regulatory and other relevant matters.
The Manual includes the Group Code
of Business Conduct which is regularly
reviewed by the Board. The Audit
Committee monitors compliance with the
Manual and the Risk Committee approves
the Group risk framework and monitors
compliance with it across the Group.
Business units manage and report
compliance with the Group-wide mandatory
requirements set out in the Manual
through annual attestations. This includes
compliance with our risk management
framework, details of which are set out
on pages 108 and 109 of this report.
The content of the Manual is reviewed
regularly, reflecting the developing nature
of both the Group and the markets in
which it operates, with significant changes
on key policies reported to the relevant
Board Committee.
Subsidiary governance
Following the demerger of M&G plc, the
Group is reviewing subsidiary governance
to ensure this remains appropriate to the
business and regulatory environment in
which the Group operates. Reflecting
changes in that environment, the
composition of the Prudential Corporation
Asia Limited board of directors now mirrors
the Prudential Board and Board meetings
are held concurrently. As part of demerger
preparations, Prudential Corporation Asia
Limited became the intermediate holding
company for the Group’s subsidiaries in
the US and Africa.
Dialogue between the Group Chair, Group
Risk Committee Chair and Group Audit
Committee Chair and their counterparts
at subsidiary level provided an effective
information flow throughout the year
and these arrangements continue where
relevant. Each of the Group Chair, Group
Risk Committee Chair and Group Audit
Committee Chair report to the Board or
relevant Group Committee on the outcome
of those dialogues, with any urgent issues
being escalated between meetings
as required.
The Nomination & Governance Committee
is responsible for oversight of governance
arrangements for the material subsidiaries.
This and other activities of the Nomination
& Governance Committee during 2019
are described on pages 110 to 117.
Regulatory environment
Prior to the demerger of M&G plc on
21 October 2019, the Group was subject
to the consolidated supervision of the UK’s
Prudential Regulation Authority (PRA)
under Solvency II. Following completion of
the demerger, the Group-wide supervisor
is now Hong Kong’s Insurance Authority
(Hong Kong IA).
Prior to demerger, Prudential undertook
to maintain the Group-wide corporate
governance framework for the Group
post-demerger. This included maintaining
appropriate internal controls for the
oversight of the businesses, including in
relation to conduct of business, the
identification and mitigation of conflicts
of interest and intra-group transactions.
Prudential also undertook to maintain its
group-wide risk management system and
independent risk management function.
Individual regulated entities within the
Group continue to be subject to entity-level
regulatory requirements in the relevant
jurisdictions in which they carry on business.
Interactions with regulators shape the
Group’s governance framework and the
Chairman and Group Chief Executive play
a leading role in representing the Group to
regulators and ensuring our dialogue with
them is constructive.
Terms of reference for each of the Board’s
principal Committees have been updated
to ensure their duties align with the post-
demerger business and regulatory regime.
Stakeholder engagement
The Board has identified the Group’s key
stakeholders as including customers,
investors, employees, regulators, civil
society and suppliers. Examples of Board
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engagement and discussion on stakeholder
views as part of the Board decision-making
process can be found on pages 73 to 76.
Additional information can be found on
our website at www.prudentialplc.com/
about-us/esg/our-approach
Employee voice
Having considered the suggested methods
for strengthening workforce engagement
as described in the UK Code, the Board
concluded that the most appropriate
method for achieving effective
engagement, taking into account the
international nature of the business and the
geographic spread of the workforce, would
be to designate a Non-executive Director
based in Asia and a Non-executive Director
based in the US to represent the workforce
in those regions. During the year, the Board
designated responsibility to Kai Nargolwala
for engagement with the workforce in Asia,
as well as in Africa, and to Tom Watjen for
engagement with the workforce in the US,
as well as staff in London.
An initial framework of activities was
established, combining both formal and
informal interactions with employees as
well as access to relevant material. In
particular, during the course of the year Kai
Nargolwala attended townhall sessions
with staff in Singapore and Hong Kong,
and Tom Watjen visited staff in Nashville in
2019 and in London in January 2020. The
key focus of those discussions was the
impact on staff of organisational changes
following the demerger. In addition, Tom
Watjen and Kai Nargolwala received
briefings from the Group HR Director on
workforce-related matters.
The Board received an initial update in
December 2019 on activities undertaken
during the year. The framework will be
expanded in 2020 to provide the designated
Non-executive Directors with further
opportunities for interactions with the
workforce and includes regular reporting to
the Board on a six-monthly basis. This will
include updates on activities undertaken
and themes arising for the Board to consider.
If necessary, key items will be escalated
outside of the six-monthly reporting cycle
and in addition, Kai Nargolwala and Tom
Watjen will offer their insight to Board
discussions and decisions as part of the
Board’s consideration of the workforce as
key stakeholders. They will also continue to
work with the Group HR Director and the
Company Secretary to identify key issues
requiring engagement with the workforce,
the most appropriate means of doing so
and reporting on these activities.
Shareholders
The Board recognises the importance of
maintaining an appropriate level of two-way
communication with shareholders.
Throughout 2019, Prudential engaged with
institutional shareholders, focusing
primarily on matters relating to the
demerger of M&G plc and strategic
direction following the demerger. The
executive management team of the Group,
Prudential Corporation Asia and Jackson
met with key target investors as part of a
demerger marketing programme. In
October 2019, a General Meeting was
convened to allow shareholders to consider
and approve the demerger of M&G plc.
Shareholders demonstrated their
overwhelming support for the demerger
resolution which received 99.4 per cent of
votes in favour.
These demerger-related activities were
held in addition to the Group’s usual full
global programme of engagement with
shareholders, potential investors and
analysts, in the UK and overseas, which is
conducted each year by the Group Chief
Executive and the Group Chief Financial
Officer and Chief Operating Officer, led by
the Investor Relations team. The Group
intends to maintain its regular engagement
with investors and analysts which provides
opportunity for the executive team to
communicate progress and strategy
outside of the financial reporting cycle.
Going forward, this may include investor
conferences or more specific events
focused on particular aspects of our
business.
The Group Chief Executive, Group Chief
Financial Officer and Chief Operating
Officer and Investor Relations team also
attend major financial services conferences
to present to, and meet with, the
Company’s shareholders.
In 2019, as part of the investor relations and
demerger marketing programme, over 320
meetings were held with around 300
individual institutional investors in the UK,
continental Europe, the US and Asia.
The Group holds an ongoing programme
of regular contact with major shareholders,
conducted by the Chairman, to discuss
their views on the Group’s governance.
The Senior Independent Director offers
meetings to major shareholders as needed.
Engagement with institutional investors
on the Directors’ Remuneration Policy and
implementation is led by the Remuneration
Committee Chair on an annual basis.
This has allowed key investors to provide
feedback on the Directors’ Remuneration
Policy prior to its adoption proposed to
shareholders at the 2020 Annual General
Meeting. All Non-executive Directors, and
in particular Committee Chairs, are available
to meet with major shareholders on request.
Shareholder feedback and key issues from
these meetings are communicated to
the Board.
The Annual General Meeting is an
opportunity for further shareholder
engagement, for the Chairman to explain
the Company’s progress and, along with
other members of the Board, to answer any
questions. The Committee Chairs each
attend the Annual General Meeting and
are available for shareholders who wish to
ask questions on the activities of their
respective Committees.
Further information, including aggregate
shareholdings, details of the 2019 Annual
General Meeting and General Meeting as
well as the 2020 Annual General Meeting,
dividend payment dates, and confirmation
of sufficiency of public float can be found
in the shareholder information section on
pages 400 to 402.
Operation of the Board
How the Board leads the Group
The Group is headed by a Board led by the
Chairman.
The Board consists of 14 Directors, of
which a majority, excluding the Chairman,
are independent Non-executive Directors.
Biographical details of each of the
Directors can be found on pages 92 to 97
and further details of the roles of the
Chairman, Group Chief Executive, Senior
Independent Director, Committee Chairs
and the Non-executive Directors can be
found on pages 104 to 106.
The Board is collectively responsible to
shareholders for the long-term sustainable
success of the business through:
— Approving the Group’s long-term
strategic objectives, annual budgets
and business plans, as recommended
by the Group Chief Executive, and any
material changes to them;
— Monitoring the implementation of
strategic objectives, annual budgets
and business plans;
— Establishing the Company’s purpose,
values and strategy and satisfying itself
that these are aligned with the Group’s
culture; and
— Assessing and monitoring culture,
including alignment with policy,
practices, behaviours and risk appetite.
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Specific matters are reserved for decision
by the Board, including:
— Approval of the three-year business
and financial plan;
— Responsibility for an effective system of
internal control and risk management;
— Approving dividend policy and
determination of dividends;
— Approval of strategic projects;
— Approval of the Group’s full and
— Overseeing the Group’s corporate
half-yearly results announcements and
any other periodic financial reporting;
social responsibility programmes; and
— Ensuring effective engagement with,
and encouraging participation from,
key stakeholder groups.
Key areas of focus – how the Board spent its time
The Board held 10 meetings during 2019. The table below gives an indication of the key topics considered at each meeting.
Feb Mar1 May
Jun
Jul
Aug
Sep
Oct
Dec
Strategy and implementation
Approval and review of strategic priorities
Strategic priorities monitoring
Approval of three-year operating plan
Strategic projects2
Group Chief Executive’s report
Report from Committee Chairs
Audit
Nomination & Governance
Remuneration
Risk
Financial reporting and dividends
Group Chief Financial Officer’s performance report
Full-year and 2018 second interim dividend
Half-year and 2019 first interim dividend
Cash, capital and operations reports
Business unit Chief Executive updates
Prudential Corporation Asia
Jackson
M&G3
Risk, regulatory and compliance
Relationship with Regulators and Regulatory and compliance updates
Group Chief Risk and Compliance Officer’s report
Government relations
Governance and stakeholders
Governance updates
Culture and employee engagement
Board evaluation and actions tracking
Succession planning
Corporate responsibility reporting and ESG
Diversity and inclusion
Non-executive Directors’ fees
Investor updates including feedback on investor meetings
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Notes
1 The Board held two meetings in March 2019.
2 Strategic projects considered during the year included the demerger of M&G plc, the acquisition of fund manager Thanachart in Thailand, entering into an exclusive bancassurance arrangement
with Southeast Asia Commercial Joint Stock Bank, an IT outsourcing project as well as other confidential matters.
3 The effective date of the demerger of M&G plc was 21 October 2019.
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The Board held a separate two-day
strategy event in June in the US. The Board
also held four workshops during the year
to discuss key strategic matters, focusing
on the demerger of M&G plc and strategy
for the Prudential Group post-demerger,
facilitating more in-depth discussion and
challenge ahead of formal meetings and
decisions. One of the Board meetings in
March 2019 was to consider the Group’s
2018 full-year report only and the meeting
in August 2019 was primarily to consider
the Group’s 2019 half-year report and
accounts. In addition to the March Board
meeting, the Board received a separate
in-depth update from the management
team of Prudential Corporation Asia
covering progress against strategic
priorities, key risks facing the business
in Asia, future opportunities, customer-
orientated initiatives, brand, culture,
the Eastspring business and the activities
of the Prudence Foundation.
Between meetings, the Board is provided
with monthly update reports from
management.
Board and Committee meeting attendance throughout 2019
Individual Directors’ attendance at meetings throughout the year is set out in the table below.
Chairman Paul Manduca2
Executive
Directors
Nomination
& Governance
Committee
3 meetings
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Audit
Committee
12 meetings
Board
10 meetings
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Mike Wells
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Mark FitzPatrick
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James Turner
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Michael Falcon3
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John Foley3
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Nic Nicandrou3
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Philip Remnant
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Howard Davies
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David Law
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Kai Nargolwala
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Alice Schroeder
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Lord Turner4
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Tom Watjen
Fields Wicker-Miurin llllllllll
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Amy Yip5
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Remuneration
Committee
8 meetings
Risk
Committee
5 meetings
Joint Audit
and Risk
Committee
1 meeting
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General
Meetings
2 meetings1
ll
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ll
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l
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Non-
executive
Directors
Notes
1
In addition to the Annual General Meeting held in May each year, a General Meeting of shareholders was held on 15 October 2019. The purpose of the General Meeting was for shareholders to vote
on the proposed demerger of M&G plc and election of Amy Yip as a Director of the Company. The nature of the business of the meeting meant that it was not considered necessary for the entire
Board to be present. In addition to the Chairman and Senior Independent Director, each of the Executive Directors was present at the General Meeting and available to answer questions from
shareholders about the business of the meeting.
2 Paul Manduca recused himself from a meeting of the Nomination & Governance Committee which was convened to discuss his succession plans. Further information about Paul Manduca’s
succession may be found in the Nomination & Governance Committee report.
3 Michael Falcon, John Foley and Nic Nicandrou stepped down from the Board with effect from the conclusion of the AGM held on 16 May 2019. Michael Falcon and Nic Nicandrou each continue in
their role as chief executive of their respective business units as well as their membership of the Group Executive Committee. John Foley maintained his position as chief executive of M&G plc and
continued as a member of the Group Executive Committee until demerger on 21 October 2019.
Lord Turner stepped down from the Board with effect from the conclusion of the AGM held on 16 May 2019.
4
5 Amy Yip was appointed a member of the Board and of the Remuneration Committee with effect from 2 September 2019.
Board and Committee papers are usually provided one week in advance of a meeting. Where a Director is unable to attend a meeting,
his or her views are canvassed in advance by the Chairman of that meeting where possible.
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HOW WE OPERATE
CONTINUED
Board effectiveness
Actions during 2019 arising from the 2018 review
The performance evaluation of the Board and its principal Committees for 2018 was conducted internally at the end of 2018 through a
questionnaire. The findings were presented to the Board in February 2019 and an action plan agreed to address areas of focus identified
by the evaluation.
The review confirmed that the Board continued to operate effectively during the year and no major areas requiring improvement were
highlighted.
Set out below are the themes, summary of actions and progress updates:
Theme
Summary of actions
Progress
Board composition
and process
— Continuing work on Board succession with a focus
— During the year, Amy Yip joined the Board,
on gender and geographic diversity.
— Reduction in Board and Committee paper volume.
strengthening the overall diversity of skills, gender
and experience.
Risk, capital
and audit
— Cyber risk focus for Board agenda for 2019.
— Board training on the Hong Kong IA regulatory
regime.
Stakeholders
— Review of stakeholder groups.
— Review of workforce voice and its representation
at Board level.
People
— Develop diversity and inclusion reporting to the
Board.
— Ensure overseas and ‘home’ Boards give scope for
Non-executives to meet colleagues below Group
Executive Committee level.
— Diversity remains a key factor in ongoing
succession planning. The Nomination &
Governance Committee reviews the diversity
policy and how diversity initiatives align with
strategic objectives.
— Management is considering whether paper
volumes can be further decreased as part of
changes to the meeting structure post-demerger.
— A cyber risk update was provided to a joint meeting
of the Risk and Audit Committees in April 2019, to
which all Board members were invited.
— Board members were briefed on the new
regulatory regime in December 2019.
— Stakeholder groups are reviewed and reported on
in the ESG Report, which was approved by the
Board in March 2020.
— Workforce engagement mechanisms were
approved by the Board during the year and a
report on engagement activities was reviewed at
the Board meeting in December 2019. This will be
an area of continued focus in 2020 as the
framework of Non-executive Director engagement
is developed and their reporting to the Board
embedded.
— The Board received an update on key initiatives
to promote diversity and invest in talent for the
long-term success of the Company.
— The Nomination & Governance Committee will
receive more reporting in this area going forward
given its extended remit.
— Both the Board visit to Hong Kong in March and
the Board strategy session in Lansing in June
provided opportunities for Non-executive
Directors to meet with management below the
Group Executive Committee level as part of
presentations by Prudential Corporation Asia and
Jackson management and in informal settings.
— Non-executive Directors continue to engage
directly with management as part of their meeting
preparations, particularly for Committee meetings.
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2019 review and actions for 2020
The performance evaluation of the Board and its principal Committees for 2019 was conducted internally at the end of 2019 through a
questionnaire. The findings were presented to the Board in February 2020 and an action plan agreed to address areas of focus identified
by the evaluation.
The review confirmed that the Board continued to operate effectively during the year and no major areas requiring improvement were
highlighted.
Theme
Summarised actions
Board composition
and process
— Continue to use workshops, as appropriate, to support discussions.
— Monitor Board meeting arrangements in the post-demerger context and ensure strategic focus areas,
including culture and values, continue to receive appropriate agenda time.
Risk, capital
and audit
— Keep Board training in this area under review and schedule additional sessions as appropriate.
Stakeholders
— Continue to develop and embed reporting by the designated Non-executive Directors on workforce
engagement.
People
— Continue to develop reporting on talent management, succession pipeline and Diversity & Inclusion, utilising
the expanded role of the Nomination & Governance Committee.
In accordance with the UK Code, the 2020 Board evaluation will be externally facilitated. The process for identifying and appointing the
external evaluator will be overseen by the Nomination & Governance Committee.
Committee effectiveness
and evaluation
Committee Chairs have responsibility for
ensuring each Committee operates
effectively. In order for Committees to
provide effective challenge to
management, the Committee Chairs each
encourage open debate and contributions
from all Committee members.
The effectiveness of each Committee is
monitored via the annual Board
effectiveness programme. Each
Committee was found to be operating
effectively. More details are set out in each
of the Committee reports.
Director evaluation
The performance of the Non-executive
Directors and the Group Chief Executive
during 2019 was evaluated by the
Chairman in individual meetings.
Philip Remnant, the Senior Independent
Director, led the Non-executive Directors
in a performance evaluation of the
Chairman.
Executive Directors are subject to regular
review and the Group Chief Executive
individually appraised the performance
of each of the Executive Directors as part
of the annual Group-wide performance
evaluation of all employees. The Chair
of the Risk Committee provides feedback
to the Group Chief Executive on the
performance of the Group Chief Risk and
Compliance Officer.
The outcome of each of these evaluation
processes is reported to the Nomination
& Governance Committee in February
each year in order to inform the
Committee’s recommendation for Board
members to be put forward for re-election
by shareholders.
Executive Director performance is also
reviewed by the Remuneration Committee
as part of its deliberations on bonus
payments.
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Directors
Board roles and governance
Chairman – Paul Manduca
The Chairman is responsible for the leadership and governance of the Board, ensuring its smooth and effective
running in discharging its responsibilities to the Group’s stakeholders and managing Board business.
Managing Board business
— Responsible for setting the Board agenda, ensuring the
right issues are brought to the Board’s attention through
collaboration with the Group Chief Executive and the
Company Secretary
Governance
— Leading the Board’s determination of appropriate
corporate governance and business values, including
ethos, values and culture at Board level and throughout
the Group
— Facilitating open, honest and constructive debate among
Directors. When chairing meetings, ensuring there is
sufficient time to consider all topics, all views are heard
and all Board members, and in particular Non-executive
Directors, have an opportunity to constructively
challenge management
— Meeting with Non-executive Directors throughout the
year. In 2019, the Chairman met with Non-executive
Directors without Executive Directors being present on
four occasions and also met with each Non-executive
Director individually
— Ensuring information brought to the Board is accurate,
clear, timely and contains sufficient analysis appropriate
to the scale and nature of the decisions to be made
— Promoting effective reporting of Board Committee
business at Board meetings through regular Committee
Chair updates
Membership and composition of the Board
— Leading the Nomination & Governance Committee in
succession planning and the identification of potential
candidates, having regard to the skills and experience
the Board needs to fulfil its strategy, and making
recommendations to the Board
— Considering the development needs of the Directors
so that Directors continually update their skills and
knowledge required to fulfil their duties, including
the provision of a comprehensive induction for
new Directors
— Maintaining an effective dialogue with the
Non-executive Directors to encourage engagement
and maximise their contributions
— Working with the Company Secretary to ensure
continued good governance
— Acting as key contact for independent chairs of Material
Subsidiaries1
— Meeting with the independent chairs of the Group’s
Material Subsidiaries1 on a regular basis and reporting
to the Board on the outcome of those meetings
Relationship with the Group Chief Executive
— Discussing broad strategic plans with the Group
Chief Executive prior to submission to the Board
— Ensuring the Board is aware of the necessary resources
to achieve the strategic plan
— Providing support and advice to the Group
Chief Executive
Relations with shareholders and other
stakeholders
— Representing the Board externally at business, political
and community level. Presenting the Group’s views and
positions as determined by the Board
— Playing a major role in the Group’s engagement
with regulators
— Balancing the interests of different categories of
stakeholders, preserving an independent view and
ensuring effective communication
— Engaging in a programme of meetings with key
shareholders throughout the year and reporting to the
Board on the issues raised at those meetings
External positions
— Approving Directors’ external appointments prior to
them being accepted, taking into account the required
time commitment and escalating consideration of
conflicts of interests to the Nomination & Governance
Committee as needed
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Group Chief Executive – Mike Wells
Senior Independent Director – Philip Remnant
The Group Chief Executive leads the Executive Directors
and senior executives and is responsible for the operational
management of the Group on behalf of the Board on a
day-to-day basis:
— Responsible for the implementation of Board decisions
The Senior Independent Director acts as an alternative
conduit to the Board for shareholder concerns and leads the
evaluation of the Chairman:
— Acts as a sounding board for the Chairman, providing
support in the delivery of the Chairman’s objectives
— Establishes processes to ensure operations are compliant
— Leads the Non-executive Directors in conducting the
Chairman’s annual evaluation and leads the Chairman’s
succession planning
— Holds meetings with Non-executive Directors without
management being present, typically at least once a year
to evaluate the performance of the Chairman
— Offers meetings to major shareholders to provide them
with an additional communication point on request and is
generally available to any shareholder to address
concerns not resolved through normal channels
with regulatory requirements
— Sets policies, provides day-to-day leadership and makes
decisions on matters affecting the operation,
performance and strategy of the Group, seeking Board
approval for matters reserved to the Board
— Supported by the Group Executive Committee which he
chairs and which receives reports on performance and
implementation of strategy for each business unit and
discusses major projects and other activities related to
the attainment of strategy
— Chairs the Chief Executive’s Committee meetings which
are held weekly to review matters requiring approval
under the Group’s framework of delegated authorities
— Keeps in regular contact with the Chairman and briefs
him on key issues
— Meets with key regulators worldwide
— Leads on day-to-day effective stakeholder engagement
Committee Chairs
Non-executive Directors
Each of the Committee Chairs is responsible for the effective
operation of their respective Committees:
— Responsible for the leadership and governance of their
Committee
— Sets the agenda for Committee meetings
— Reports to the Board on the activities of each Committee
meeting and the business considered, including, where
appropriate, seeking Board approval for actions in
accordance with the Committees’ terms of reference
All of the Non-executive Directors are deemed to be
independent and together have a wide range of experience
which can be applied to attain the strategic aims of the
Group through:
— Constructive and effective challenge
— Providing strategic guidance and offering specialist
advice
— Scrutinising and holding to account the performance
of management in meeting agreed goals and objectives
— Works with the Company Secretary to ensure the
— Serving on at least one of the Board’s principal
continued good governance of each Committee during
the year
In addition to Committee duties, the Chairs of the Audit and
Risk Committees act as key contact points for the
independent chairs of the audit and risk committees of the
Material Subsidiaries1
Committees
— Engaging with Executive Directors and other senior
management at Board and Committee meetings as well
as at training sessions and on an informal basis
— Taking part in one-to-one meetings with the Group
Strategy team and participation in the annual strategy
session
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The Board has established four principal Committees. These Committees form a key element of the Group governance framework,
providing effective independent oversight of the Group’s activities by the Non-executive Directors. Each Committee Chair provides an
update to the Board on the matters covered at each Committee meeting, supported by a short written summary. The terms of reference
for each Committee are reviewed at least annually. The functions of the principal Committees are summarised below.
Nomination & Governance
Committee
Remuneration
Committee
Chair
Paul Manduca
Chair
Anthony Nightingale
Audit
Committee
Chair
David Law
— Keeps leadership needs
under review in support
of the Group’s strategic
objectives
— Develops succession
planning for the Board
and senior executives
based on merit against
objective criteria
promoting diversity in
all areas
— Oversees development
of a diverse pipeline in
succession planning
— Monitors the Group’s
diversity initiatives
— Recommends
appointments to the
Board, its principal
Committees and
appointments of
non-executive chairs to
the boards of Material
Subsidiaries1
— Oversees the
governance of Material
Subsidiaries1 and the
Group’s overall
governance framework
— Ensures there is a formal
and transparent process
for establishing the
Directors’ Remuneration
Policy
— Responsible for the
integrity of the Group’s
financial reporting,
including scrutinising
accounting policies
— Approves individual
— Monitors the
effectiveness of internal
control and risk
management systems
— Monitors the
effectiveness and
objectivity of internal
and external auditors
— Approves the internal
audit plan
— Recommends the
appointment of the
external auditor
remuneration packages
of the Chairman,
Executive Directors,
senior executives and
Material Subsidiary1
non-executive directors
— Approves the overall
Remuneration Policy for
the Group
— Reviews the design and
development of share
plans and approves and
assesses performance
targets where applicable
and ensures alignment
with the Group’s culture
— Reviews workforce
remuneration practices
and policies when
setting executive
remuneration
Risk
Committee
Chair
Howard Davies
— Leads on and oversees
the Group’s overall risk
appetite, risk tolerance
and strategy
— Approves the Group’s
risk management
framework and monitors
its effectiveness
— From 2020 the
Committee has full
responsibility for all
aspects of compliance
— Supports the Board and
management in
embedding and
maintaining a supportive
culture in relation to the
management of risk
— Provides advice to
the Remuneration
Committee on risk
management
considerations to inform
remuneration decisions
See Nomination &
Governance Committee
Report on pages 110 to 117
See Remuneration
Committee Report on pages
136 to 195
See Audit Committee Report
See Risk Committee Report
on pages 118 to 126
on pages 127 to 132
Terms of reference for the principal
Committees can be accessed at
www.prudentialplc.com/investors/
governance-and-policies/board-and-
committees-governance
The Board has established a Standing
Committee which can meet as required to
assist with any business of the Board. It is
typically used for ad hoc or urgent matters
which cannot be delayed until the next
scheduled Board meeting.
All Directors are members of the Standing
Committee and have the right to attend all
meetings and receive papers.
Notice of a Standing Committee meeting is
sent to all Directors and if an individual is
unable to attend, he/she can give
comments to the Chairman or Company
Secretary ahead of the meeting for
consideration by the Standing Committee.
Before taking decisions on any matter, the
Standing Committee must first determine
that the business it is considering is
appropriate for a Committee of the Board
and does not properly need to be brought
before the whole Board. All Standing
Committee meetings are reported in full
to the next scheduled Board meeting.
This governance structure allows for fast
decision-making where necessary, while
ensuring that the full Board has oversight
of all matters under consideration and all
Non-executives can contribute. Over 2019,
the Company held three meetings of the
Standing Committee.
Note
1 Following the demerger of M&G plc, the Group is reviewing
subsidiary governance to ensure this remains appropriate
to the business and regulatory environment in which the
Group operates.
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Building Directors’ knowledge
Induction – new Directors
Amy Yip received a comprehensive induction, tailored to reflect her experience and position as a Non-executive Director.
A summary of the general and specific induction programme for Amy Yip is set out below:
General induction programme relevant to new Non-executive Directors
Understanding our governance
Understanding our business
— Meetings with the Chairman and
Group Chief Executive separately
— Explanation of Prudential’s corporate
structure, Board and Executive
Committee structure
— Briefings on Group governance
framework and key policies
— Training as needed on the rules and
governance requirements of the
London and Hong Kong Stock
Exchanges and on fulfilling the
statutory duties of a Director
— Explanation of the Group’s strategy and business plan
— Tailored briefings with each business unit to gain
a comprehensive understanding of each of their
business models, product suites, pricing
arrangements and governance structures
— Tailored meetings with all Group functions
— Comprehensive briefings on the regulatory
environment in which the Group operates
— Briefings on top risks and internal controls
— Induction briefings and training as a whole give
Directors an understanding of the interests of the
Group’s key stakeholders
Role-specific induction programme
for Amy Yip
— Orientation to the work and
role of the Remuneration
Committee
— Updates on current UK
remuneration topics
— Meeting with the Chair of the
Remuneration Committee to
discuss the annual cycle of
Committee work, its current
focus and focus for 2020 and
beyond
Jeremy Anderson was appointed to the Board as a Non-executive Director with effect from 1 January 2020. His induction commenced
in early 2020 and included a particular focus on risk matters to support his role as a member of the Risk Committee.
Continuing development
of knowledge and skills
During 2019, the Board and its Committees
received a number of technical and
business updates as part of their scheduled
meetings, providing information on
external developments relevant to the
Group and on particular products or
operations. Below is an overview of how
Directors are kept up to date:
— The Board holds an annual strategy
session, which allows for detailed
updates on each of the business units
and deep dives on strategic direction
and objectives for the Group. In 2019,
these included a particular focus on the
demerger of M&G plc and updates on
the views of investors and other
stakeholders;
— The Board receives updates on brand,
environment, health and safety, culture,
diversity and inclusion and employee
engagement activities, usually once
a year;
— The Board receives updates on corporate
governance, political and regulatory
developments in the US, UK, Europe
and Asia and the dynamics of equity and
currency markets at every scheduled
meeting. Governance topics included
gender pay gap reporting, the BEIS
committee report on the future of audit
and the Government’s response to it, the
Hampton-Alexander review publication,
guidelines from investment institutions,
the Financial Reporting Council’s Lab
report on climate-related corporate
reporting and the publication of the
updated Stewardship Code. The Board
was also updated on the impact of the
discontinuation of LIBOR;
— In April 2019, the Group ran a focused
cyber security and information security
update for members of the Risk and Audit
Committees, which was particularly
aimed at developing the knowledge
of the Non-executive Directors;
— The Board reviews each business unit in
depth at least once a year and conducts
periodic site visits as part of this. In
2019, the Board received a presentation
on Jackson Holdings. Other training
included an overview of Jackson’s
distribution and products;
— The Nomination & Governance
Committee received updates on the
Climate Change and TCFD
implementation as part of its expanded
ESG remit;
— The Board and the Risk Committee
receive regular updates on market
developments and key risks. The Risk
Committee reviews top risks on an
annual basis and deep dives into
specific topics in response to the
identification of key risks. This review
covers the financial, operational and
strategic risks, whilst also identifying
and addressing business environment
and insurance risks within the Group;
— The Risk Committee received updates
on regulatory developments focusing
on the supervision of the Prudential
Regulation Authority and discussions
with the Hong Kong IA on the new
Group-wide regulatory framework.
A deep-dive review of artificial
intelligence and digital transformation
was undertaken as well as updates on
civil unrest in Hong Kong;
— The Audit Committee received updates
on developments affecting financial
reporting and the work of audit
committees more widely. In 2019, this
included financial reporting disclosure
developments and audit industry
updates. These updates included
consideration of the accounting treatment
of the M&G Group, information security,
financial crime and fraud prevention,
working capital arrangements and the
implementation of IFRS 17; and
— The Remuneration Committee receives
updates on regulatory and governance
developments affecting the Group’s
remuneration arrangements. In 2019,
these included updates on discussions
with the Hong Kong IA on the new
regulatory regime, compliance with the
UK Corporate Governance Code 2018
and guidelines from investment
institutions.
All Directors have the opportunity to
discuss their individual development needs
as part of the annual Board effectiveness
review and are encouraged to request
specific updates during the year. At the
start of the year, suggested topics are
shared with the Board for feedback.
Directors are asked to provide a record of
training received externally on an annual
basis. All Directors have the right to obtain
professional advice at Prudential’s expense.
Board training materials are also made
available, as relevant, to Group Executive
Committee members, who have an
opportunity to request any additional
training as needed.
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The Board is responsible for ensuring that
an appropriate and effective system of risk
management and internal control is in place
across the Group. The framework of risk
management and internal control centres
on clear delegated authorities to ensure
Board oversight and control of important
decisions. The framework is underpinned
by the Group Code of Business Conduct,
which sets out the ethical standards the
Board requires of itself, employees, agents
and others working on behalf of the Group.
The framework is designed to monitor and
manage, rather than eliminate, the risk of
failure to achieve business objectives, and
can only provide reasonable and not
absolute assurance against material
misstatement or loss.
Internal control
The Group Governance Manual (the
Manual) sets out delegated authorities
and establishes the requirements for
subsidiaries to seek approvals from, or
report to, Group Head Office. Group-wide
policies are included within the Manual,
and standards are established through
these policies and other governance
arrangements. Internal controls and
processes, based on the provisions
established in the Manual, are in place
across the Group. These include controls
covering the preparation of financial
reporting. The operation of these controls
and processes facilitates the preparation of
reliable financial reporting and the
preparation of local and consolidated
financial statements in accordance with the
applicable accounting standards, and
requirements of the Sarbanes-Oxley Act.
These controls include certifications by the
Chief Executive and Chief Financial Officer
of each business unit with respect to the
accuracy of information provided for use in
preparation of the Group’s consolidated
financial reporting, and the assurance work
carried out in respect of US reporting
requirements.
The Board has delegated authority to the
Audit Committee to review the framework
and effectiveness of the Group’s systems
of internal control. The Audit Committee is
supported in this responsibility by the
assurance work carried out by Group-wide
Internal Audit and the work of the business
unit audit committees, which oversee the
effectiveness of controls in each respective
business unit. Details of how the Audit
Committee oversees the framework of
controls and their effectiveness on an
ongoing basis, is set out more fully in the
report on pages 118 to 126.
Risk management
A key component of the Manual is the
Group Risk Framework, which requires all
business units to establish processes for
identifying, evaluating and managing the
risks facing the business.
The Board determines the nature and
extent of the principal risks it is willing to
take in achieving its strategic objectives.
The Board has delegated authority to the
Risk Committee to assist it in providing
leadership, direction and oversight of the
Group’s overall risk appetite, risk tolerance
and strategy, overseeing and advising on
the current and potential future risk
exposures of the Group, reviewing and
approving the Group’s risk management
framework, including changes to risk limits
within the overall Board-approved risk
appetite, monitoring the effectiveness of
the risk management framework and
adherence to the various risk policies.
Regular activities are detailed in the report
on pages 127 to 132.
The Group’s risk governance
arrangements, which support the Board,
the Risk Committee and the Audit
Committee, are based on the principles of
the ‘three lines of defence’ model: risk
taking and management, risk control and
oversight, and independent assurance.
Formal review of controls
A formal evaluation of the systems of risk
management and internal control is carried
out at least annually. Prior to the Board
reaching a conclusion on the effectiveness
of the systems in place, the report is
considered by the Disclosure Committee
and Audit Committee, with risk specific
disclosures within the report also reviewed
by the Risk Committee. This evaluation
takes place prior to the publication of the
Annual Report.
As part of the evaluation, the Chief
Executive and Chief Financial Officer of
each business unit, including Group Head
Office, certify compliance with the Group’s
governance policies and the risk
management and internal control
requirements. The Group Risk function
facilitates a review of the matters raised in
this certification process. This includes the
assessment of any risk and control issues
reported during the year, risk and control
matters identified and reported by the
other Group oversight functions and the
findings from the reviews undertaken by
Group-wide Internal Audit, which carries
out risk-based audit plans across the
Group. Issues arising from any external
regulatory engagement are also taken
into account.
First line of defence (risk taking and management)
— Takes and manages risk exposures in accordance with the
risk appetite, mandate and limits set by the Board;
— Identifies and reports the risks that the Group is exposed to,
and those that are emerging;
— Promptly escalates any limit breaches or any violations of
risk management policies, mandates or instructions;
— Identifies and promptly escalates significant emerging risk
issues; and
— Manages the business to ensure full compliance with the
Group risk management framework as set out in the
Manual, which among other requirements, includes the
Group Risk Framework and associated policies as well as
approval requirements.
Second line of defence (risk control and oversight)
— Assists the Board to formulate the risk appetite and limit
framework, risk management plans, risk policies, risk
reporting and risk identification processes; and
— Reviews and assesses the risk-taking activities of the
first line of defence, providing risk opinions and where
appropriate challenging the actions being taken to manage
and control risks.
Third line of defence (independent assurance)
— Provides independent assurance on the design,
effectiveness and implementation of the overall system of
internal control, including risk management and compliance.
Each business unit is required to implement a governance
structure based on the three lines of defence model, proportionate
to its size, nature and complexity, and to the risks that it manages.
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Lines of defence
Board
Board
Nomination
& Governance
Committee
Remuneration
Committee
Risk
Committee
Audit
Committee
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Executives
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Chief Executive
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Group Chief
Executive
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Group Executive
Committee
Group Asset and
Liability Management
Committee
Balance Sheet and
Capital Management
Committee
Management
Group Chief
Financial Officer
and Chief
Operating Officer
Group Chief Risk
and Compliance
Officer
Group Executive
Risk Committee
(GERC)
GERC
Sub-committees
Group Finance
Chief
Information
Security Office
Group Risk,
Compliance
and Security
Group-wide
Internal Audit
Executive personnel
Exec/Management committees
Head office functions
Board-level committees
Direct reporting line
Regular communication and escalation
For the purposes of the effectiveness
review, the Group has followed the FRC
Guidance on Risk Management, Internal
Control and Related Financial and Business
Reporting. In line with this guidance, the
certification outlined above does not apply
to certain material joint ventures where the
Group does not exercise full management
control. In these cases, the Group satisfies
itself that suitable governance and risk
management arrangements are in place to
protect the Group’s interests. However,
the relevant Group company which is party
to the joint venture must, in respect of any
services it provides in support of the joint
venture, comply with the requirements of
the Group’s internal governance
framework.
Effectiveness of controls
In accordance with provision 29 of the UK
Code and provisions C.2.1, C.2.2 and
C.2.3 of the HK Code, the Board reviewed
the effectiveness and performance of the
systems of risk management and internal
control during 2019. This review covered
all material controls, including financial,
operational and compliance controls, risk
management systems, budgets and the
adequacy of resources, qualifications and
experience of staff of the Group’s
accounting, internal audit and financial
reporting functions. The review identified
a number of areas for improvement, and
the necessary actions have been or are
being taken. The Audit Committees at
Group and subsidiary level collectively
monitor outstanding actions regularly and
ensure sufficient resource and focus is in
place to resolve them within a reasonable
time frame. This included oversight
of M&G plc whilst it was a subsidiary
of the Group.
The Board confirms that there is an
ongoing process for identifying, evaluating
and managing the significant risks faced by
the Group, including the demerged M&G
plc business prior to 21 October 2019,
which has been in place throughout the
period and up to the date of this report, and
confirms that the system remains effective.
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Prudential plc Annual Report 2019
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Committee reports
Paul Manduca
Chair of the Nomination &
Governance Committee
Committee members
— Paul Manduca (Chair)
— Howard Davies
— David Law
— Anthony Nightingale
— Philip Remnant
Regular attendees
— Group Chief Executive
— Group Human Resources Director
— Company Secretary
Number of meetings in 2019:
Three. (Two regular meetings and an
additional meeting to consider Chair
succession, held in September.)
During the year, the Committee also
recommended the appointment of Amy
Yip to the Board as a Non-executive
Director. Amy brings 40 years of
experience in insurance, asset
management and government gained
across China and South-east Asia.
Diversity
Improving gender diversity at Board level
continues to receive considerable attention
from the Committee and diversity in its
wider sense is an important factor in
identifying candidates for Board level
succession. The Committee considers
this when making recommendations and
talent search agencies are briefed on the
Group’s requirements in this respect
when identifying candidates. Gender
representation has improved at Board
level during 2019, however there remains
scope for improvement in this important
area. Progress has been made via the
appointment of Non-executive Directors
and there is a continuing focus on the
executive talent pipeline in order to
increase diversity, in its widest sense, on
both the Group Executive Committee and
ultimately the Board. The Board exceeds
the recommendation of the Parker review in
respect of ethnic diversity. The Committee
also considers the diversity of experience
on the Board, including expertise across
the geographical markets in which the
post-demerger Group operates.
The Committee has responsibility for
reviewing and monitoring diversity
initiatives across the Group as a whole.
I am pleased that the Group remains on
target by the end of 2021 to achieve
30 per cent representation of women in
senior leadership roles in accordance with
our commitment to the HM Treasury
Women in Finance Charter.
Nomination & Governance
Committee report
Dear shareholder
This report highlights some of the key areas
of focus considered by the Committee
during 2019.
The Committee’s role has expanded
recently to include taking a wider role in
overseeing diversity initiatives, the wider
talent pipeline, and receiving updates on
ESG matters. Accordingly, the number of
regular Committee meetings in 2020 will
increase to three.
Ongoing succession planning
One of the Committee’s main roles is to
ensure the Board retains an appropriate
balance of skills to support the strategic
objectives of the Group. As part of this, the
Committee helps maintain a rigorous and
transparent approach to the identification
of candidates for appointment as Directors.
A significant part of the Committee’s
activities over 2019 was focused on
determining the most appropriate
combination of skills and experience
needed by the Board to drive the strategic
focus of the Group post-demerger as well
as supporting the creation of the M&G plc
board prior to demerger. This included
consideration of my successor as Chair of
the Board and as Committee Chair. Philip
Remnant led discussions on my succession
in his capacity as Senior Independent
Director culminating in the announcement
of the appointment of Shriti Vadera.
A separate report from Philip is set out
below. As a member of the Committee
and ultimately as the new Chair of the
Group, Shriti will have an opportunity to
shape the future composition of the Board.
In accordance with the UK Code, Howard
Davies, who has been a member of the
Board and Chair of the Risk Committee
since its inception in 2010, will not be
standing for re-election at the 2020 Annual
General Meeting. The Committee has
therefore been focused on identifying
a suitable successor and recommended
the appointment of Jeremy Anderson,
who contributes substantial leadership
and international experience in financial
services, particularly in audit and
risk. Having appointed Jeremy as a
Non-executive Director with effect from
January 2020, we subsequently announced
that he would assume the role of Risk
Committee Chair from the conclusion
of the 2020 Annual General Meeting.
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ESG considerations
The Committee received updates
on primary ESG-related reporting
developments and the proposed approach
to ESG reporting, and reports from the
newly created ESG Executive Committee.
The Committee also received updates on
progress against implementing the Task
Force on Climate-related Financial
Disclosures, including how to quantify
risks and their potential financial impact
on the Group.
Governance
Further changes have been made to the
Committee’s Terms of Reference to reflect
the Committee’s oversight of the process
surrounding the annual evaluation of the
effectiveness of the Board and its
Committees. Committee members have
taken a more active role in planning the
Board evaluation in respect of 2019 and
reviewed the actions arising from that
evaluation. In 2020, the Committee will
oversee the process for the appointment of
an external specialist to conduct the next
Board evaluation.
How the Committee spent its time during 2019
The Committee continues to oversee
governance arrangements for the Group’s
subsidiaries to ensure they remain
appropriate for the post-demerger Group.
The effectiveness of the Committee was
reviewed as part of the annual Board
evaluation, which confirmed that the
Committee continued to operate
effectively during the year and no major
areas requiring improvement or action
points were highlighted. Committee
members noted that the focus in 2020
should include continuing enhancements
on Diversity and Inclusion reporting in
respect of the executive pipeline and
developing the Committee’s role in
monitoring ESG strategy and reporting.
Feb
Sep
Oct
Year-end matters, re-election and tenure
Review external positions, conflicts of interests and independence, time commitment, tenure and terms
of appointment
Review performance of Chairman and Non-executive Directors
Review relevant disclosures in the Annual Report and Accounts
Recommend election of Directors by shareholders
Succession planning, diversity and appointments
Chairman
Non-executive Directors
Group Chief Executive
Executive Directors
Group Executive Committee composition
Risk Committee Chair
Succession pipeline, diversity and inclusion governance
Governance and ESG
Membership review of principal Board Committees
Committee terms of reference
Group governance framework
ESG, climate change and TCFD implementation update
Material Subsidiary governance
Subsidiary governance arrangements, board composition, non-executive succession planning and appointments
Subsidiary board, chair and director evaluations
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Prudential plc Annual Report 2019
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationReport from Philip Remnant
Philip Remnant
Senior Independent Director
As announced on 30 January 2020,
Shriti Vadera will join the Board with
effect from 1 May 2020 as a Non-
executive Director and member of the
Nomination & Governance Committee,
and is expected to succeed Paul
Manduca as Chair of the Board and
Chair of the Nomination & Governance
Committee on 1 January 2021. Paul will
step down as Chair and as a Director
with effect from 31 December 2020.
Paul was first appointed to the Board
in October 2010, meaning that the UK
Code would have prescribed his
retirement in October 2019. As I
reported last year, the Board considered
that it would have been disruptive for
Paul to step down as Chair during a time
of substantial change associated with the
oversight and execution of the demerger
itself and also for a period afterwards. It
was expected that a search for a suitable
successor to Paul would commence in
2020, with the intention that he would
not stand for re-election at Prudential’s
Annual General Meeting in May 2021.
However, the accelerated completion
of the demerger meant it was considered
appropriate to bring this timing forward.
The search for suitable candidates was
influenced by the views of the Board,
taking account of the strategic needs of
the post-demerger Group. Paul provided
his views on the scope of the role and the
individual attributes required. However,
he recused himself from further
discussions about the selection process.
I am delighted that Prudential has been
able to secure such a high calibre
individual to succeed Paul. Shriti was the
unanimous choice of the Board following
a rigorous assessment of internal and
external candidates from around
the world. She has senior boardroom
experience at complex organisations
with extensive international operations,
and strong strategic and financial
services experience.
Key matters considered during the year
Why it is important to Prudential
How is this considered
Key outcomes
Succession planning
Board composition
The Committee plays an
important role in ensuring
that the Board retains an
appropriate balance of skills
to support the strategic
objectives of the Group and
in ensuring that an effective
framework of succession
planning is maintained.
The Committee keeps succession plans for
Executive and Non-executive Directors under review
throughout the year and also considers the ongoing
appointment of all Board members.
Succession plans are supported and informed by the
results of the annual Board evaluation and individual
Director evaluations.
The Committee takes account of the size, structure
and composition of the Board and its Committees,
including existing knowledge, experience and
diversity. In doing so, the Committee considers
the Group’s strategic goals and anticipates future
requirements, skills and experience.
Succession planning includes both longer-term
options and emergency cover.
In February 2020, the Committee concluded
that each of the Directors in office at the time
continued to perform effectively and was
able to devote appropriate time to fulfil their
duties and that collectively, the Board had
an appropriate mix of skills and experience.
The Committee considered the
Non-executive Directors continued
to demonstrate the desired attributes,
contributing effectively to decision-making
and exercising sound independent
judgement in holding management
to account.
Accordingly, the Committee recommended
to the Board those Directors standing for
election at the 2020 Annual General Meeting.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Why it is important to Prudential
How is this considered
Key outcomes
Succession planning for the Non-executive Directors and principal Committees
Succession planning for
Non-executive Directors
and the Board’s principal
Committees ensures the
Board is regularly refreshed
and maintains appropriate
levels of independent
challenge to management.
The balance of Non-executive and Executive
Directors required on the Board is considered on
a regular basis, including the overall number, skills
and experience.
The Committee made use of a skills map which
identifies skills, experience by sector, geography
and technical skills, which are desirable for the
Board as a whole, taking account of the Group’s
strategic objectives.
Succession planning for Non-executive Directors is
supported by Egon Zehnder and Ridgeway Partners.
The Committee regularly reviews the membership
of all principal Board Committees and makes
recommendations to the Board as appropriate.
This year, the Committee considered the
requirements for the role of Risk Committee Chair
as Howard Davies will not stand for re-election at the
2020 Annual General Meeting as his nine-year tenure
will have ended.
When making recommendations, the Committee
takes account of the current composition of each of
the principal Committees, the skills and experience
of the members and the strategic objectives of
the Group.
Executive Directors, Group Chief Executive and Group Executive Committee
Executive succession planning
helps to ensure continuous and
effective leadership of the
Group.
The Committee reviews the succession plans in
place for the Group Chief Executive, other Executive
Directors and Group Executive Committee
roles annually.
Succession plans for the Group Executive Committee
were discussed with the Group Chief Executive to
identify business requirements and to plan for future
succession needs.
Succession planning for Executive Directors and
the Group Executive Committee includes both
longer-term planning and emergency cover.
External mapping is undertaken for Executive
Directors to identify possible external candidates.
Planning for emergency cover for Executive Directors
is assisted by a broad annual review of talent across
the Group and recognises the possible difficulties
in identifying and attracting suitable talent on
potentially short notice.
During the year, the Committee
recommended the appointment of Amy Yip
as a Non-executive Director and member
of the Remuneration Committee with effect
from 2 September 2019.
The Committee also recommended the
appointment of Jeremy Anderson to the
Board as a Non-executive Director and
member of the Audit and Risk Committees
with effect from 1 January 2020.
Biographical details for Amy Yip and
Jeremy Anderson are set out on pages 94
and 97.
The appointment of Amy Yip to the
Remuneration Committee and Jeremy
Anderson to the Audit and Risk Committees
helped to refresh the membership of
these Committees.
Given his extensive experience in
risk management, the Committee
recommended that Jeremy Anderson
succeed Howard Davies as Chair of the Risk
Committee with effect from the conclusion
of the 2020 Annual General Meeting.
Shriti Vadera will join the Committee on her
appointment in May 2020 to facilitate her
transition to Chair of the Board and of the
Committee, effective from 1 January 2021.
The Committee received feedback on the
performance of each Executive Director
from the Group Chief Executive and
confirmed the Executive Director
succession plans.
The Committee also directed development
and renewal of these plans through the
Group HR Director, supported by Egon
Zehnder in the case of the Group Chief
Executive and by Talent Intelligence in the
case of the other Executive Directors and
Group Executive Committee roles.
The Committee discussed the changes
to the Group Executive Committee roles
brought about by the demerger and
consequent shift in priorities and operating
model, and agreed updates to succession
plans as a result.
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Prudential plc Annual Report 2019
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationKey matters considered during the year continued
Why it is important to Prudential
How is this considered
Key outcomes
Senior leadership below Group Executive Committee
The Committee has oversight
of a diverse pipeline of
leadership talent extending
below the level of the Group
Executive Committee and
seeks to attract, retain and
develop the next generation
of emerging leadership.
The Committee considered succession planning
for senior management below Group Executive
Committee level which is supported by an annual
update on talent and diversity at different levels of
the organisation and includes consideration of risk
retention mitigation initiatives such as leadership
development programmes. This review is usually
undertaken and reported on in the fourth quarter
of each year and prior to 2019, was undertaken
by the Board. Reporting on activities in 2019 was
moved to February 2020 in order to allow for a fuller
review of talent succession planning across the
post-demerger business.
The focus was on building new capabilities
to support the changing business model
and future direction of the business.
The internal pipeline was being rebuilt
in support of new roles, new capability
and increased complexity.
Diversity
Board and Group Executive Committee
Given the global reach of
the Group’s operations,
its business strategy and
long-term focus, the Board
makes every effort to ensure
it is able to recruit Directors
from different backgrounds,
with diverse experience,
perspective and skills. The
diversity not only contributes
to Board effectiveness but
is essential for successfully
delivering the strategy of
an international business.
The Group’s Diversity and Inclusion policy applies
at all levels of the business including the Board and
Group Executive Committee.
The Committee is responsible for overseeing a diverse
pipeline for the Board and other senior executives.
The Board does not endorse quotas but is committed
to recruiting the best available talent and appointing
the most suitable candidate for each role, while at
the same time aiming for appropriate diversity on
the Board.
Succession plans are based on merit against clear
objective criteria and promote diversity across
gender, social and ethnic background and cognitive
and personal strengths.
An element of Executive Directors’ remuneration
is based on achieving a diversity target.
Further information is set out in the Directors’
remuneration report.
The Board considers that its diversity of
experience and skills set has increased as
a result of Board level succession in 2019.
The diversity of the Board, including skills
and experience, of each Director is set out
in the individual biographies of Directors
on pages 92 to 97.
The Committee considers the pipeline for
diverse talent below the Group Executive
Committee level which remains strong,
with 32 per cent female representation
of those who report directly to the Group
Executive Committee.
Further details of the gender make-up of
the Board, the Group Executive Committee,
management and employees can be found
on page 81.
Process for appointing new Directors
The Committee assists the Board in ensuring that there is a formal, rigorous and transparent approach to the appointment
of new Directors.
The Committee is involved from the start when a vacancy or a gap in the Board’s skills is identified. Led by the Chairman, and
working with the Group Chief Executive and the Group Human Resources Director, a role specification is prepared, reflecting the
desired skills and experience and the Group’s Diversity and Inclusion policy. This specification takes into account feedback from
the Committee. Once agreed, specialist talent agencies are typically engaged to create a shortlist of candidates which is reviewed
by the Committee and other stakeholders. Interviews with individuals then take place with selected Committee members and
feedback is provided to all members. In this manner, a preferred candidate is selected and the Committee then recommends
the individual to the Board for appointment. For the appointment of Executive Directors, the process is led by the Group Chief
Executive working closely with the Chairman. The Senior Independent Director leads the Committee in the process of
appointing a new Chairman.
Contemporaneously with this process, due diligence checks are undertaken on the candidate and Prudential liaises with the
relevant regulatory authorities. The Committee is kept updated on this process as necessary.
Note
In addition to acting as search consultant in respect of the appointment of the Chair, the Chair of the Risk Committee and certain executive hires, Egon Zehnder also provides support for senior
development assessments. Talent Intelligence also provides additional succession planning support to the Group below Group Executive Committee level. Ridgeway Partners also provided support
for succession planning in respect of certain subsidiary company board committees.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Why it is important to Prudential
How is this considered
Key outcomes
Group-wide oversight
Following an update to its terms
of reference in December
2018, the Committee’s remit
includes reviewing the Group’s
diversity initiatives to see that
these are in line with strategic
objectives.
The Group’s Diversity and Inclusion policy aims to
provide equal opportunities for all who apply and
who perform work for our organisation, irrespective
of sex, race, age, ethnic origin, educational, social
and cultural background, marital status, pregnancy
and maternity, civil partnership status, any gender
reassignment, religion or belief, sexual orientation,
disability, or part time/fixed term work.
The Committee keeps this under review across
all its succession planning.
As part of the Group’s commitment to diversity,
Prudential is a signatory to the HM Treasury
‘Women in Finance Charter’ which aims to increase
the number of women working in senior management
in financial services companies. We have set a gender
diversity target of 30 per cent women in senior
management by the end of 2021.
In line with the Committee’s expanded
remit, consideration was given to updating
and developing the approach to overseeing
talent development and Diversity and
Inclusion initiatives across the Group.
A review of the approach was subsequently
provided to the Committee in February
2020, including an update on activities
across the Group’s business units and
details of the 2020 Diversity & Inclusion
and Talent strategy.
A description of the Group’s activities on
Diversity and Inclusion can be found in the
ESG summary.
As at 31 December 2019 the percentage
of women in senior management was
28 per cent and the Group remains on track
to meet the 30 per cent target by the end
of 2021.
Non-executive Directors, independence, time commitment and terms of appointment
Independence
Monitoring and safeguarding
the independence of the
Non-executive Directors is
essential to comply with their
statutory and regulatory
obligations.
The Committee considers the independence of the
Non-executive Directors as required by the UK Code
and HK Listing Rules as part of any recommendation
of the appointment of new Non-executive Directors
and when recommending Non-executive Directors
for election.
Independence helps ensure
effective scrutiny of
management and individual
Executive Directors against
agreed objectives.
Each Non-executive Director provides an annual
confirmation of his or her independence as required
under the HK Listing Rules.
Prior to his appointment as a Non-executive Director,
the Committee carefully considered the
independence of Jeremy Anderson. In particular,
the Committee reviewed the potential impact of his
former position as a partner at KPMG (including any
financial interest) which ended with effect from
31 December 2017 and noted that he had not been
involved in any way in the audit of Prudential plc
or its subsidiaries.
The Committee considered Jeremy Anderson’s
independence with reference to the UK Code
and HK Listing Rules, alongside relevant auditor
independence and ethical guidance applicable in the
UK and the US which generally recommend that
independence of an external auditor is maintained by
prohibiting a former partner from becoming a
Director of an audit client for a period of two years
after their employment has ceased.
In line with US regulatory requirements,
the Committee annually reviews the independence
of the Audit Committee with reference to the
requirements of the Sarbanes-Oxley legislation.
All Non-executive Directors were
considered to be independent, taking
into account UK and HK requirements.
Although Howard Davies has exceeded the
nine-year tenure suggested by the UK Code
and Kai Nargolwala will exceed from January
2021 (subject to re-election of Kai by
shareholders in May 2020), both continue to
demonstrate independence of judgement.
Amy Yip and Shriti Vadera were deemed
to be independent on appointment.
Prudential also deems Jeremy Anderson to
be independent in accordance with the UK
and HK Codes, notwithstanding his former
position as a partner at KPMG, having taken
account of all circumstances set out in the
UK Code and other applicable guidance
in other jurisdictions. On balance, the
Committee and the Board concluded that
Jeremy Anderson could be expected to
demonstrate objectivity and independence
of judgement noting that two years had
elapsed since his position at KPMG
(including any financial interest) ended.
The members of the Audit Committee were
considered to be independent within the
meaning of the Sarbanes-Oxley legislation.
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Prudential plc Annual Report 2019
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationKey matters considered during the year continued
Why it is important to Prudential
How is this considered
Key outcomes
Time commitment
Setting out clear expectations
on time commitment means
Non-executive Directors are
able to ensure they devote
sufficient time for the proper
performance of their duties.
The Committee reviews the time commitment
required of the Non-executive Directors. Time
requirements take account of preparation for and
attendance at Board meetings and other regular
commitments, as well as additional time that may
be required for unforeseen events or future projects.
All Non-executive Directors currently serve on
at least one of the Board’s principal Committees,
which requires an additional commitment of time
dependent on the Committee and role.
The Committee considers the external commitments
of Non-executive candidates and on appointment,
all Non-executive Directors confirm they are able to
devote sufficient time to the Group’s affairs to meet
the demands of the role.
All Non-executive Directors are required to discuss
any additional commitments which might impact the
time which he or she is able to devote to their role with
the Chairman prior to accepting and the Chairman
escalates to the Committee as appropriate.
Terms of appointment
It is important that the
Non-executive Directors
have clear terms of
appointment which set out
their duties towards Prudential
and that their tenure is
considered as part of ongoing
succession activities.
Non-executive Directors are appointed for an initial
term of three years.
Subject to review by the Committee and re-election
by shareholders, it is expected that Non-executive
Directors serve a second term of three years. After six
years, Non-executive Directors may be appointed for
a further year, up to a maximum of three years in total.
Reappointment is subject to rigorous review as well as
re-election by shareholders.
The Directors’ remuneration report sets out the terms
of the Non-executive Directors’ letters of
appointment and the terms of Executive Directors’
service contracts.
The tenure of each Non-executive Director is shown
in the Directors’ remuneration report.
The Committee concluded that the
expected time commitment of 32.5 days
per annum remained appropriate.
The external commitments of Directors
were considered as part of the Committee’s
recommendation of Directors’ election
at the next Annual General Meeting.
Prudential recognises the need for
Non-executive Directors to dedicate
sufficient time to their role while also
developing a wide range of experience
and skills through seeking external
appointments.
The Committee considered and approved
the appointment of Tom Watjen as a
non-executive director of Arch Capital
Group Ltd., a specialist financial services
group with shares listed in Bermuda. The
Committee considered the expected time
commitment of the role and, taking into
account any other commitments, concluded
that he continued to have sufficient time to
commit to his duties as a Non-executive
Director. No conflicts of interest were
identified in connection with the proposed
appointment.
Kai Nargolwala, Anthony Nightingale,
Philip Remnant and Alice Schroeder have
all been in office for six years or more.
When considering their re-election at
the next AGM, the Committee considered
their continuing appointment particularly
carefully. The Committee recommended
that they each serve for a further term of
one year, subject to shareholder re-election.
Both Amy Yip and Jeremy Anderson
were provided with letters of appointment
confirming their duties and obligations.
These letters are on standard terms
applicable to all Non-executive Directors.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Why it is important to Prudential
How is this considered
Key outcomes
Conflicts of interest
Directors have a statutory
duty to exercise independent
judgement when carrying out
their role and to avoid conflicts
of interests.
The Company has in place
procedures to identify and,
where necessary, mitigate
potential conflicts of interest.
These processes help to ensure
decisions are made in the best
interests of the Company.
Subsidiary governance
The Committee has an
important role in reviewing
the Group’s governance
arrangements.
The Committee confirmed the
authorisations with updates as appropriate.
The Committee considered the external
positions of Amy Yip, Jeremy Anderson
and Shriti Vadera prior to recommending
their appointment to the Board.
The Board considers that the procedures
for dealing with conflicts of interests
operate effectively.
In 2019, the Committee considered
the outcomes of the board effectiveness
reviews and individual non-executive
director evaluations for each of Jackson
National Life Insurance Company, Prudential
Corporation Asia Limited, M&G Group
Limited and The Prudential Assurance
Company Limited. The Committee
concluded that each of these boards
remained effective and also approved the
continued appointments of the non-
executive directors.
The Committee was provided an update on
the governance arrangements for Jackson
National Life and Prudential Corporation
Asia in October 2019.
The Board has delegated authority to the Committee
to identify and, where necessary, authorise any actual
or potential conflicts of interest.
Prior to proposing Directors for election or
re-election, the Committee considered the external
appointments of Directors and reviewed existing
conflict authorisations, reaffirming or updating
any terms or conditions attached to authorisations
where necessary.
The Chairman considers potential conflicts of interest
in connection with proposed external appointments
and escalates to the Committee for authorisation
where a conflict or potential conflict could arise.
The Committee had oversight of the search for and
appointment of candidates to the M&G plc board
in preparation for the demerger.
During the year, the Committee carried out various
activities relating to subsidiary governance, which
encompassed M&G Group Limited, The Prudential
Assurance Company Limited, Jackson National Life
Insurance Company, and Prudential Corporation
Asia Limited until demerger, including:
— Reviewing succession planning arrangements
for non-executive directors of the Group’s
main subsidiaries;
— Considering the outputs of the 2018 performance
review of the Group’s main subsidiary boards,
chairs and directors. The effectiveness of the
subsidiary boards were assessed using an internal
process utilising questionnaires; and
— Reviewing governance arrangements for the
Group’s subsidiaries with a particular focus on
changes to the risk and audit committee
arrangements for Prudential Corporation Asia in
the context of the demerger, reflecting that the
composition of the Prudential Corporation Asia
Limited board now mirrors the Prudential Board
and Board meetings are held concurrently.
The Committee continues to oversee governance
arrangements for the Group’s subsidiaries
to ensure they remain appropriate for the
post-demerger Group.
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Dear shareholder
As Chair of the Audit Committee,
I am pleased to present this report on
the Committee’s activities during 2019.
The Committee provides the Board with
assurance as to the integrity of the Group’s
financial reporting and, together with
the Risk Committee, monitors the
effectiveness of the second and third lines
of defence, which are an integral part of
our internal control environment.
With regard to the Group’s financial
reporting, the Committee’s work is
focused on ensuring appropriate financial
accounting policies are adopted and
implemented, and on assessing key
judgements and disclosures. We also have
throughout the year received updates on
the programme to implement IFRS 17 given
the significant system and accounting
changes it entails.
The Committee held additional meetings
during the year to focus on matters
relating to the demerger of M&G plc.
The Committee supported the Board’s
review of the shareholder Circular
and reviewed the various supporting
processes and assurances received.
When considering matters relating to the
demerger, the Committee was conscious
of the need to balance potential conflicts
of interests between Prudential and
M&G. The Committee also discussed the
appropriate governance arrangements for
the Group’s subsidiary audit committees
post-demerger, together with associated
transitional arrangements. I worked
closely with the chair of the M&G plc audit
committee to ensure a smooth transition
of the oversight of the M&G business
between the two committees.
External auditor
An important part of the Committee’s
work consists of overseeing the Group’s
relationship with KPMG LLP (KPMG),
including safeguarding independence,
approving non-audit fees and satisfying
ourselves that it is in the best interests
of shareholders to recommend the
re-appointment of KPMG. During the
year, we enhanced the review of their
effectiveness by adding an interview
process conducted by a senior KPMG
partner, independent of the audit team,
with senior management across the
Group and with Committee members.
The results were discussed directly with
the Committee. Overall feedback was
positive and the KPMG audit team is
following up on areas where potential
enhancements were highlighted.
The Committee also requested earlier an
enhanced review of the M&G half year
key judgements, particularly longevity,
in advance of the half year results
announcement.
Under the relevant audit tender rules the
Group is required to change audit firm no
later than the 2023 financial year end. The
Committee has previously agreed that in
light of the significant change to the Group
being undertaken, with the demerger of
M&G plc, and the introduction of a new
insurance accounting standard (IFRS 17)
in the near term, that a new auditor should
be engaged for the 2023 year end but that
a competitive tender for the 2023 audit
should commence in the first half of 2020.
Planning for the tender has commenced
and meetings with audit firms (not restricted
to the ‘Big-Four’) have been held to assess
their ability to tender in relation to the
complexity of Prudential’s geographically
diverse business and their barriers to
becoming independent. A formal tender
process to identify KPMG’s successor will
be undertaken in the first half of 2020 and
a Board decision is expected in July.
Internal audit
Throughout 2019, the Committee
continued to receive regular briefings from
the Group Chief Internal Auditor. During
the year, Group-wide Internal Audit (GwIA)
undertook a programme of risk-based
audits covering matters across the business
units in addition to assurance work on the
demerger and significant change
programmes. The work undertaken by
GwIA during the year was important in
supporting the demerger, the Group
maintaining a stable control environment
through a period of significant change and
the creation of two appropriately-sized,
resourced and experienced independent
internal audit functions.
The effectiveness of GwIA was assessed
in 2019, together with a review of
progress against suggested enhancements
identified by the external review
undertaken by Deloitte in 2017. I have
met regularly with the Group Chief Internal
Auditor and the Group-wide Quality
Assurance Audit Director to discuss
internal audit work and matters arising.
The Committee has also asked that
management responsible for rectifying
some of the issues identified attend the
Committee to ensure that appropriate
action was being taken. The Committee
also approved the 2019 and 2020 internal
audit plans, which have taken account of
the business and organisational changes
arising from the demerger.
David Law
Chair of the Audit Committee
Committee members
— David Law (Chair)
— Jeremy Anderson (from January 2020)
— Howard Davies
— Philip Remnant
— Alice Schroeder
Regular attendees
— Chairman of the Board
— Group Chief Executive
— Group Chief Financial Officer
and Chief Operating Officer
— Group Chief Risk and
Compliance Officer
— Director of Group Finance
— Director of Group Financial
Accounting and Reporting
— Company Secretary
— Director of Group Compliance
(until January 2020)
— Group Chief Internal Auditor
— External Audit Partner
Number of meetings in 2019:
Twelve. (Nine regular meetings were held,
including four shorter meetings to discuss
full-year and half-year reporting matters,
and three additional meetings to consider
demerger related activities. A joint meeting
was also held with the Risk Committee.)
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COMMITTEE REPORTS CONTINUEDCompliance
The Committee received updates on
matters arising from the annual Compliance
Plan throughout 2019. The plan focused
on a number of areas to help strengthen
the compliance framework, which is
intended to aid the Group in meeting
regulatory obligations, including
monitoring compliance with key elements
of the compliance framework such as
conflicts of interest, anti-money laundering
and anti-bribery and corruption policies.
Following a change in management
responsibility, Howard Davies and I agreed
that, the Risk Committee should take on
responsibility for all aspects of overseeing
the compliance function with effect from
1 January 2020.
Committee governance
The Committee works closely with the
Risk Committee to make sure both
Committees are updated and aligned
on matters of common interest. Where
responsibilities are perceived to overlap
between the two Committees, Howard
Davies and I agree the most appropriate
Committee to consider the matter. During
2019, there was one joint session which,
similar to the prior year, focused on cyber
and information security, more details of
which are set out in the Risk Committee
report on page 127.
In advance of each of the main Committee
meetings, I speak to the chairs of our main
subsidiary audit committees and update
the Committee on important points raised.
I also report to the full Board after
each Committee meeting on the main
matters discussed.
In April we held a private session as a
Committee to discuss our evaluation and
key objectives for the year. We assessed
our performance against these objectives
and I am pleased with the feedback
received. The demerger, IFRS 17 and key
accounting judgements were particular
areas of focus. One area we will monitor
for the future is how we are kept abreast
of Asian market developments. One of
my key focuses over the past two years
has been the Group’s whistleblowing
procedures. I regularly meet privately with
the Group Resilience Director to discuss
whistleblowing cases and their resolution.
These are also discussed in private sessions
with the Committee or the relevant local
audit committee. The Committee also
meets privately with GwIA and KPMG.
The effectiveness of the Committee was
reviewed as part of the annual Board
evaluation, which confirmed that the
Committee continued to operate
effectively during the year and no major
areas requiring improvement were
highlighted.
How the Committee spent its time during 2019
Financial reporting and external auditor
Periodic financial reporting including:
— Full and half-yearly report and accounts
— Key accounting judgements and disclosures, including tax
— Solvency II results and governance processes
(up to the demerger)
— Associated audit reports
Audit planning, fees, independence, effectiveness
and reappointment
Environmental, social and governance reporting
Internal control framework
Internal control framework including effectiveness
Internal audit
Status updates and effectiveness
Internal audit plan
Compliance
Status updates
Compliance plan
Financial crime and whistleblowing
Financial crime prevention and whistleblowing – regular updates
Governance and reporting
Updates from main subsidiary level audit committees
Internal governance framework including effectiveness
Business unit audit committee effectiveness and terms of reference
Committee terms of reference and effectiveness
Note
1 Two meetings were held in each of February and March 2019.
Feb1 Mar1
Apr
May
Jun
Jul
Aug
Sep
Oct
Dec
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Matter considered
How the Committee addressed the matter
Financial reporting
Overview
Key assumptions
and judgements
One of the Committee’s key responsibilities is to monitor the integrity of the financial statements and
any other periodic financial reporting. This has primarily focused on the Annual Report and Accounts
but also covers the Group’s environmental, social and governance report and Tax Strategy Report.
The Committee also reviewed the 2018 Solvency and Financial Condition Report and associated
Pillar 3 returns submitted to the Prudential Regulation Authority as required under the Solvency II
regime. Post-demerger, this regime is no longer applicable.
In reviewing these and other items, the Committee received reports from management and,
as appropriate, reports from internal and external assurance providers, which in some cases were
provided at the explicit request of the Committee.
When considering financial reporting, the Committee assesses compliance with relevant accounting
standards, regulations and governance codes. During 2019, the Group adopted IFRS 16 ‘Leases’
and, as described in note A3, this resulted in a recognition of $895 million right-of-use asset and
an equivalent amount of lease liabilities on the balance sheet on day one. The Committee continued
to receive updates on the Group’s plans to implement IFRS 9 ‘Financial Instruments’ and IFRS 17
‘Insurance Contracts’, which are not expected to be effective before 2022. The approach to adopting
these standards is further discussed in note A3.
The following sections set out the key assumptions, judgements and other matters considered as part
of their review of the 2019 Annual Report and Accounts.
The Committee reviewed the key assumptions and judgements supporting the Group’s IFRS results,
including those made in valuing the Group’s investments, insurance liabilities and deferred acquisition
costs under IFRS, together with reports on the operation of internal controls to derive these amounts.
It also reviewed the assumptions underpinning the Group’s European Embedded Value (EEV) metrics.
Assumption setting
The measurement of insurance liabilities are based on estimates of future cash flows, including those
to and from policyholders, over a long period of time. These estimates can, depending on the type
of business, be highly judgemental. The Committee considered changes to assumptions and other
estimates used to derive IFRS insurance liabilities and EEV reporting. Peer benchmarking was
considered where available. The key assumptions reviewed were:
— Persistency, mortality, morbidity (including in relation to medical inflation) and expense
assumptions within the Asia life businesses;
— Policyholder behaviour (eg guaranteed benefit utilisation and persistency) and mortality
assumptions affecting the measurement of Jackson guaranteed liabilities (see note C4.2(b)
of the IFRS financial statements);
— Economic assumptions, including investment return and associated discount rates; and
— Changes to the allowance within EEV for future hedge costs in connection to the Jackson variable
annuity business. This is discussed further in note 7 of the EEV basis results.
The Committee was satisfied that the assumptions adopted by management were appropriate.
Further information on the effects of material changes to insurance assets and liabilities is included
in note B3 to the IFRS financial statements and in the EEV basis results.
Valuation of investments
The Committee received information on the carrying value of investments in the Group’s balance
sheet including information on how those values were calculated for those investments which require
more judgement (for example private placement loans). Further information on the valuation of assets
is contained in note C3 of the IFRS financial statements. The Committee satisfied itself that overall
investments were valued appropriately.
Intangible assets including deferred acquisition costs (DAC)
The Committee received information to enable it to review the more material intangible asset
balances. This included the assumptions that supported the amortisation profile of the DAC balance
in the US, as described in note A4.1 ‘Other items requiring application of critical estimates or
judgements’ and whether there had been any indication of impairment of the Group’s distribution
rights assets. The Committee was satisfied that there was no impairment of the Group’s intangibles
at 31 December 2019. Further information is contained in note C5 of the IFRS financial statements.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Matter considered
How the Committee addressed the matter
Other financial
reporting matters
Demerger of M&G plc
The Committee reviewed the Class 1 Shareholder Circular prepared by management in accordance
with the UK’s Listing Rules for the demerger of M&G plc in October 2019. Assurance was sought from
external parties including the Group’s reporting accountant and financial advisers. The Committee
reviewed the procedures undertaken to support the verification of material statements made in
the Circular. The Committee reviewed drafts of documents throughout 2019 and so were able to
comment on the approach and content throughout the process.
Change in presentation currency of the Group financial statements
Following the demerger of M&G plc, the Audit Committee approved management’s proposal to
change the Group’s presentation currency in these financial statements from pounds sterling to US
dollars. Given that a significant majority of the Group’s earnings post demerger are denominated in
US dollars, the Group believes that the presentation currency change will give investors and other
stakeholders a clearer understanding of Prudential’s performance over time. The Committee
reviewed the methodology and process for the currency conversion as explained in note A1 of the
IFRS financial statements. It also reviewed and agreed that, from 31 December 2019, the functional
currency of the parent company had changed to US dollars from pounds sterling given the change
to loans and dividend payments arising at that date.
Taxation
The Committee regularly receives updates on the Group’s tax matters and provisions for certain open
tax items including tax matters in litigation. The Committee was satisfied that the level of provisioning
adopted by management was appropriate. See note B4 of the IFRS financial statements.
Going concern and viability statements
The Committee considered various analyses from management regarding Group and subsidiary
capital and liquidity prior to recommending to the Board that it could conclude that the financial
statements should continue to be prepared on the going-concern basis and that the disclosures on
the Group’s longer-term viability were both reasonable and appropriate. The Committee considered
information on the risks to the Group’s liquidity and capital position when making this assessment.
Fair, balanced and understandable requirement
The Committee carried out a formal review of whether the Annual Report and Accounts were
‘fair, balanced and understandable’ as required by the UK Corporate Governance Code. In particular,
they considered whether the report gave a full picture of the Group’s performance in the year with
important messages appropriately highlighted, the level of consistency between financial statements
and narrative sections and whether performance measures were clearly explained. They also
considered the prominence of alternative performance measures.
After completion of its detailed review, the Committee was satisfied that, taken as a whole,
the Group’s Annual Report and Accounts were fair, balanced and understandable.
Parent company financial statements
The Committee reviewed the parent company profit and loss account and balance sheet, which
included the recoverability of the parent company’s investment in subsidiaries by assessing whether
the net assets of the relevant subsidiaries, being an approximation of their minimum recoverable
amount, were in excess of their carrying value at the balance sheet date and whether those
subsidiaries have historically been profit making.
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Matter considered
How the Committee addressed the matter
External audit
Review of effectiveness, non-audit services and auditor reappointment
External audit effectiveness
The Group’s external auditor is KPMG LLP (KPMG) and oversight of the relationship with them is
one of the Committee’s key responsibilities. The Committee reviews the effectiveness of the audit
throughout the year taking into account:
— The detailed audit strategy for the year and coverage of the highlighted risks;
— Group materiality and how that is applied to the individual business units;
— Insight around the key accounting judgements, including benchmarking, and the way KPMG
applied constructive challenge and professional scepticism in dealing with management;
— The outcome of management’s internal evaluation of the auditor as discussed below; and
— Other external evaluations of KPMG, with a focus on the Financial Reporting Council’s Annual
Quality Review.
There is an open dialogue on emerging risks and issues between the Group Lead Partner and
Committee members via a regular schedule of meetings aligned to key reporting milestones.
The Committee formally meets with the Group Lead Partner without management present.
Internal evaluation of KPMG was conducted using a questionnaire that was circulated to the
Committee members, Material Subsidiary audit committee members, the Group Chief Financial
Officer and the Group’s senior financial leadership for completion. A key component of the evaluation
is the degree of challenge and robustness of approach to the audit. The survey asked 27 questions
over four categories (audit quality and execution, team performance, process and communication)
in relation to the 2018 audit.
As noted above the Committee enhanced the 2019 effectiveness review by arranging for a series
of interviews to be conducted by a senior partner independent from the engagement team.
KPMG were given the opportunity to respond to the findings in the reports. As a result of the reports,
KPMG proposed enhancements to the audit and team.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Matter considered
How the Committee addressed the matter
Auditor independence
and objectivity
The Committee has responsibility for monitoring auditor independence and objectivity and is
supported in doing so by the Group’s Auditor Independence Policy (the Policy). The Policy is updated
annually and approved by the Committee. It sets out the circumstances in which the external auditor
may be permitted to undertake non-audit services and is based on four key principles which specify
that the auditor should not:
— Audit its own firm’s work;
— Act as management or employees for the Group;
— Have a mutual or conflicting interest with the Group; or
— Be put in a position of being an advocate for the Group.
The Policy has two permissible service types: those that require specific approval by the Committee
on an engagement basis and those that are pre-approved by the Committee with an annual monetary
limit capped at no more than 5 per cent of the Group audit fee in the proposed year and capped at
$65,000 (£50,000) individually. In accordance with the Policy, the Committee approved these
permissible services, classified as either audit or non-audit services, and monitored the usage of
the annual limits on a quarterly basis. Non-audit services undertaken by KPMG were agreed prior to
the commencement of work and were confirmed as permissible for the external auditor to undertake
in accordance with the Policy which complies with the rules and regulations of the UK Financial
Reporting Councils’ Ethical Standard (2016), the US Securities and Exchange Commission (SEC)
and the standards of the Public Company Accounting Oversight Board (PCAOB).
The Committee considered potential impacts on independence that could have arisen from the
increase in non-audit services during the year, with the non-audit fee ratio increasing to 43 per cent
(2018: 12 per cent). The increase was driven by non-audit services completed by KPMG in their role
as reporting accountant for the demerger of M&G plc. The Committee concluded that as the Group’s
auditor it was appropriate for KPMG to act as reporting accountant and this did not impair their
independence. The audit partner was not involved in the delivery of services as the reporting
accountant for the demerger and neither he nor members of the audit team are incentivised on,
or rewarded in respect of, the provision of non-audit services to Prudential plc.
In keeping with professional ethical standards, KPMG also confirmed their independence to the
Committee and set out the supporting evidence for their conclusion in a report that was considered
by the Committee prior to publication of the financial results.
During the year, the Committee considered the proposals put forward by the Financial Reporting
Council in December 2019 in a revision to its Ethical Standard and Auditing Standards on the Policy.
The Committee agreed to implement their proposals for the 2020 year end. The key change is to
establish a specific ‘white-list’ of non-audit services that the external auditor will be permitted to
perform. The Committee will continue to monitor developments to ensure the Group’s policies and
processes around audit effectiveness and independence evolve in line with market practice.
The fees paid to KPMG for the year ended 31 December 2019 amounted to $30.4 million (2018:
$24.4 million) of which $13.0 million (2018: $3.0 million) was payable in respect of non-audit services.
Non-audit services accounted for 43 per cent (2018:12 per cent) of total fees payable. A breakdown
of the fees payable to KPMG can be found in note B2.4 to the IFRS financial statements. Of the
$13.0 million (2018: $3.0 million) non-audit services fees, $11.7 million (2018: $1.0 million) was for
one-off services associated with the demerger of M&G plc. Excluding these one-off fees associated
with the demerger, non-audit services accounted for 7 per cent (2018: 9 per cent) of total
fees payable.
The remaining $1.3 million (2018: $1.5 million out of the remaining $2.0 million) of non-audit services
fees was in respect of other assurance services. These services covered assurance over the Group’s
assurance reports on internal controls of certain Group companies that are made available for third
parties, comfort letter procedures to support debt raising in the year and Solvency II external
disclosures up to the demerger. In all these cases, the audit firm was considered the most appropriate
to carry out the work, given its knowledge of the Group and the synergies that arise from running
these engagements alongside its main audit.
All non-audit services were pre-approved by the Committee and were in line with the Policy
discussed above.
Fees paid to the auditor
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Matter considered
Reappointment
Audit tender
How the Committee addressed the matter
Based on the outcome of the effectiveness evaluation and all other considerations, the Committee
concluded that there was nothing in the performance of the auditor which would require a change.
The Committee therefore recommended that KPMG be reappointed as the auditor. A resolution to
this effect will be proposed to shareholders at the 2020 Annual General Meeting.
The Committee acknowledges the provisions contained in the UK Code in respect of audit tendering,
along with European rules on mandatory audit rotation and audit tendering. In conformance with
these requirements, the Company will be required to change audit firm no later than for the 2023
financial year end. The external audit was last put out to competitive retender in 1999 when the
present auditor, KPMG, was appointed. Since 2005, the Committee has annually considered the
need to retender the external audit service.
The Audit Committee assessed in February 2019 that in light of the significant change to the Group
being undertaken, with the demerger of M&G plc, and the introduction of a new insurance accounting
standard (IFRS 17) in the near term, that a new auditor should be engaged in time for the 2023
year end. In conducting this review, the Committee concluded that it would be appropriate to
commence a competitive tender for the 2023 audit in the first half of 2020. The planning for this tender
process has commenced with the Committee Chair meeting with a number of firms, including firms
outside of the ‘Big Four’, to assess interest and ability to tender for the audit, with focus on capability
and resource to service the key Asian business units. This was supplemented by a formal request for
information to those firms who indicated they would be interested in tendering. A formal invitation to
tender will be issued to those firms that confirmed they are able to undertake the audit in March 2020,
with the Committee’s recommendation of which firm to appoint to be considered for approval by the
Board in July 2020. The tender process is being led by the Audit Committee with the support of
Internal Audit and while the selection criteria are yet to be formally set, audit quality will be at the core
of the decision.
The auditor tender timeline takes into account the complexity of the Group and the expected timing of
the introduction of IFRS 17 and allows the appointee time to ensure they meet the audit independence
requirements to which the Group is subject. The timing remains subject to the Committee’s normal
annual review of auditor performance and recommendation to shareholders.
The Company has complied throughout the 2019 financial year with the provisions of the Statutory
Audit Services for Large Companies Market Investigation (Mandatory Use of Competitive Tender
Processes and Audit Committee Responsibilities) Order 2014 issued by the Competition and
Markets Authority.
In line with the Financial Reporting Council’s Ethical Standard, the rules and regulations of the SEC
and the standards of the PCAOB, a new Group Lead Partner, Philip Smart, was appointed in respect of
the 2017 financial year. Mr Smart is expected to be in place for a five-year term until the completion of
the 2021 reporting cycle. A new Group Lead Partner will be required for the 2022 audit and an
appropriate transition plan developed.
Second line oversight
Compliance, financial crime prevention, whistleblowing
Compliance oversight
The Group Compliance Director provided the Committee with regular reports that included updates
on: the progress against the 2019 Compliance Plan; key Compliance activities; the effectiveness of the
Compliance function; results of Compliance monitoring reviews; material regulatory issues; and the
impact of any regulatory change and the establishment of the Hong Kong IA as the Group-wide
supervisor.
From 1 January 2020, the Risk Committee assumed responsibility for Compliance oversight from
the Committee in order to align governance with changes to management’s reporting responsibilities.
Financial crime prevention
The Committee received the Annual Financial Crime Report that assessed the effectiveness of the
Group’s systems and controls to manage financial crime risks. In addition the Committee received
regular updates on anti-bribery and corruption, anti-money laundering and sanctions screening.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Matter considered
Whistleblowing
Third line oversight
Internal audit
Regular reporting
How the Committee addressed the matter
The Group continues to operate a Group-wide whistleblowing programme (‘Speak Out’), hosted
by an independent third party (Navex). The Speak Out programme received ad hoc reports from
a wide variety of channels, including a web portal, hotline, email and letters. Reports are captured,
confidentially recorded by Navex, and flagged for investigation by the appropriate team.
The Committee is responsible for oversight of the effectiveness of the Group’s whistleblowing
arrangements. The Committee received regular reports on the most serious cases and other
significant matters raised through the programme and the actions taken to address them.
The Committee was also briefed on emerging Speak Out trends and themes. The Committee may,
and has, requested further reviews of particular areas of interest.
The Committee reviews the Group’s Speak Out programme annually, satisfying itself that it continues
to comply with regulatory and governance requirements. The Committee also considered the
consistency of approach adopted across subsidiary audit committees. The Speak Out programme
has been further strengthened during the year by enhanced training for managers and staff;
improved mechanisms for reporters to feed back on their experience and case management
workflow improvements that focus on tracking (post-investigation) management action and,
where relevant, the Committee requested information on the sharing of lessons learnt.
The Chair and Committee spent time privately with the Group Resilience Director to understand
outcomes of investigations, ensure that investigations were adequately resourced and appropriately
managed, that there had been no retaliation against anyone making a report and that investigations
were not improperly influenced.
A review of the Speak Out programme and its oversight is being undertaken in 2020.
The Committee received regular updates from GwIA on audits conducted and management’s
progress in addressing audit findings within agreed timelines. Any delays in implementing
remediation actions were escalated to the Committee and given particular scrutiny.
The independent assurance provided by GwIA formed a key part of the Committee’s deliberations
on the Group’s overall control environment. During 2019, the areas reviewed included: change
management and transformation (in particular relating to the demerger), financial controls,
outsourcing and third-party supply, customer outcomes, cyber risk, compliance and regulatory
and second line of defence. In addition, GwIA performed more business monitoring during 2019 to
obtain a broader view of the business and enable more regular assessments of emerging risks and
changes in the control environment. This has been achieved through a variety of methods including
stakeholder discussions and an increasing use of data analytics.
The Group Chief Internal Auditor reports functionally to the Committee Chair and for management
purposes to the Group Chief Executive, and also has direct access to the Chair of the Board.
In addition to formal Committee meetings, the Committee meets with the Group Chief Internal
Auditor in private to discuss matters relating to, for example, the effectiveness of the internal audit
function, significant audit findings and the risk and control culture of the organisation.
The Committee Chair also meets with GwIA’s Quality Assurance Director to discuss the outcome
of the quality reviews of GwIA’s work and actions arising.
Annual internal audit plan
and focus for 2020
GwIA now operates a rolling six-month approach to audit planning. The Committee approved the
plan for the second half of 2019. It also considered and approved the Internal Audit Plan, resource
and budget for the first half of 2020.
The 2020 Internal Audit Plan was formulated based on a bottom-up risk assessment of audit needs
mapped against various metrics combined with top-down challenge. The plan was then mapped
against a series of risk and control parameters, including the top risks identified by the Risk
Committee, to verify that it is appropriately balanced between financial, business change, regulatory
and operational risk drivers and provides appropriate coverage of key risk areas and audit themes
within a risk-based cycle of coverage. Key areas of focus for 2020 include: strategic change initiatives,
customer outcomes, cyber security, financial risk and financial controls, culture, outsourcing
and digitisation.
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Matter considered
How the Committee addressed the matter
Effectiveness of Internal Audit
The Committee is responsible for approval of the GwIA charter, audit plan, resources, and for
monitoring the effectiveness of the function. In addition, the Committee approved the new,
post-demerger target operating model for internal audit in Prudential plc.
The Committee also assesses the effectiveness of GwIA through a combination of External Quality
Assessment reviews, required every five years, and an annual internal effectiveness review.
A 2019 Internal Effectiveness review, performed by the GwIA Quality Assurance Director, was
conducted in accordance with the professional practice standards of the Chartered Institute of
Internal Auditors (CIIA) and assessed continued conformance with the CIIA guidance for Effective
Internal Audit in the Financial Services (the CIIA Code). The review concluded that GwIA continued
to comply with the requirements of internal audit policies, procedures and practices, and standards
in all material respects relating to audit planning and execution, and continued to be aligned with
its mandated objectives and maintained general conformance with the CIIA Code.
During 2019, GwIA also continued to develop its practices with enhancements to methodology,
approaches to audits and the use of data analytics. In preparation for the demerger, the function
successfully completed the creation of two appropriately skilled and sized, independent internal
audit functions, where previously there had been a single function.
The Committee is responsible for reporting and making recommendations to the Board on the
effectiveness of Group-wide internal control and risk management systems.
The Committee considered the outcome of the annual review of the systems of internal control and
risk management. This considered M&G plc to the extent it was relevant to the amounts disclosed
within the Group 2019 financial statements. The review identified a number of areas for improvement
and the necessary actions that have been, or are being, taken. The audit committees at Group and
subsidiary level collectively monitor outstanding actions regularly and ensure sufficient resource and
focus is in place to resolve them within a reasonable time frame.
The Group Governance Manual sets out the policies and procedures by which the Group operates
within its framework of internal governance, taking into account relevant statutory and regulatory
matters. It is a platform for mandating specific ways of working across the Group and each business
unit attests annually to compliance with:
— Mandatory requirements set out in Group-wide policies, including matters which must be reported
to the Group functions; and
— Matters requiring prior approval from those parties with delegated authority.
The Committee reviewed the results of the Group Governance Manual annual content review and
the results of the year end certification of compliance with Group Governance Manual requirements
for the year ended 31 December 2019.
Internal control
Internal control and risk
management systems
Governance
Group governance framework
Competence and experience
In relation to the provisions of the UK Code and HK Listing Rules, the Board is satisfied that David Law
has recent and relevant financial experience and that the Committee as a whole has competence
relevant to the sectors in which the business operates.
Full biographies of the Committee members including experience and professional qualifications,
are set out on pages 94 to 96.
The Board has determined that David Law qualifies as the Audit Committee financial expert under
the requirements of Form 20-F.
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COMMITTEE REPORTS CONTINUEDRisk Committee report
Dear shareholder
As Chair of the Risk Committee, I am
pleased to report on the Committee’s
activities and focus during 2019.
This will be my last report as Risk
Committee Chair. Having served as a
Non-executive Director and chaired the
Committee since October 2010, I will not
offer myself for re-election at the 2020
Annual General Meeting. I would like to
take this opportunity to thank my fellow
Committee members for their diligence
and also everyone on the Prudential team
who has supported me and the Committee
over the years. As announced on 11 March
2020, Jeremy Anderson will succeed me
as Chair of the Committee.
Committee operation
The Committee assists the Board in
providing leadership, direction and
oversight of the Group’s overall risk
appetite, limits and strategy. It also
oversees and advises the Board on current
and future risk exposures of the Group,
including those which have the potential
to impact on the delivery of the Group’s
Business Plan. The Committee reviews the
Group Risk Framework and recommends
changes to it for approval by the Board
to ensure that it remains effective in
identifying and managing the risks faced
by the Group.
The Committee received regular reports
from the Group Chief Risk and Compliance
Officer (CRCO), who is advised by the
Group Executive Risk Committee (GERC).
I provided feedback on the performance
of the CRCO to the Group Chief Executive
Officer as part of the annual evaluation
of the Board and its members.
The Committee also received regular
reports from the Group-wide Internal
Audit function and updates from other
areas of the business as needed.
Regulatory matters
On 25 March 2019 the Hong Kong
Insurance Authority (Hong Kong IA)
and the Group signed a Regulatory Letter,
which outlines the interim supervision
framework applicable to the Group
until the Hong Kong IA’s Group-wide
Supervision (GWS) Framework becomes
effective. The required legislative process
is expected to be finalised in the second
half of 2020. The Committee considered
the capital aspects of the Regulatory Letter
as well as considering regular updates
on GWS developments over the year.
The CRCO briefed the Committee
regularly on developments in systemic
risk regulation and the Insurance Capital
Standards (ICS). We considered the
results of ICS field testing in July and the
implications of the IAIS announcement in
November of a unified path to convergence
of comparable group capital standards
across jurisdictions. During the year,
the Group remained subject to the policy
requirements resulting from its prior
designation in 2016 as a Global
Systemically Important Insurer (G-SII).
The Committee therefore considered
and approved the Group’s 2019 Systemic
Risk Management Plan, Liquidity Risk
Management Plan and Recovery Plan.
Transformation risk, including
the demerger, and other
in-depth reviews
During 2019, a key area of consideration
for the Committee was the risk associated
with the Group’s portfolio of key strategic
change initiatives, which included the
demerger of M&G plc, as well as, notably,
those related to IFRS 17, the Group’s digital
transformation, LIBOR transition and
further implementation of the Aladdin
system. During the year, the Committee
considered updates, risk opinions,
guidance and assurance on this critical
change activity. Ongoing reviews were
also performed on the financial and
non-financial risks to the execution of the
demerger. The Committee considered
and recommended for approval the risk
disclosures included in the Prudential plc
shareholder Circular published on
25 September 2019.
Howard Davies
Chair of the Risk Committee
Committee members
— Howard Davies (Chair)
— Jeremy Anderson (from January 2020)
— David Law
— Kai Nargolwala
— Alice Schroeder
— Tom Watjen
Regular attendees
— Chairman of the Board
— Group Chief Executive
— Group Chief Risk and
Compliance Officer
— Group Chief Financial Officer
and Chief Operating Officer
— Company Secretary
— Group Chief Internal Auditor
— Chief risk officers of the main
subsidiaries and members of the Group
Risk Leadership Team are invited to
attend each meeting as appropriate.
Number of meetings in 2019:
Five. (In addition a joint meeting was held
with the Audit Committee in April 2019.)
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Information security and data privacy also
received attention from the Committee
in 2019. We reviewed progress achieved
on the implementation of the Group’s
information security and privacy operating
model and received updates on the
Group’s compliance with the EU’s General
Data Protection Regulation (GDPR).
In April 2019, a joint session with the Audit
Committee on cyber security included an
update on progress against the Group’s key
2019 objectives in this area and included
training aimed at enhancing the knowledge
of Non-executive Directors on both the
increasing regulatory expectations and
the threats faced by the Group.
Committee governance
The Committee works closely with
the Audit Committee to ensure both
Committees are updated and aligned
on matters of common interest. Where
responsibilities are perceived to overlap
between the two Committees, David Law
and I agree the most appropriate
Committee to consider the matter.
Aligned with the consolidation of the Risk,
Compliance and Security functions under
the leadership of the CRCO during 2019,
the Committee assumed responsibility
for Compliance oversight from the Audit
Committee with effect from 1 January
2020. The Committee considered and
approved the Risk and Compliance plan for
the first half of 2020 and will receive a plan
for the second half of 2020 at mid-year.
The effectiveness of the Committee
was reviewed as part of the annual Board
evaluation, which confirmed that the
Committee continued to operate effectively
during the year and no major areas
requiring improvement were highlighted.
In-depth reviews were performed in
existing and emerging high risk areas
including the interest rate risk profile
and asset liability management of our Asia
business; Prudential’s artificial intelligence
and digital transformation initiatives
and their associated risks, ethical
considerations and governance; together
with the reinsurance arrangements in place
across the Group.
Risk appetite and principal risks
During 2019, the Committee reviewed the
Group’s risk policies and proposed changes
to the Group risk appetite statements.
Aligned with these reviews, proposals
to amend associated limits were also
considered. The amendments were
recommended and approved to reflect the
changes in the Group’s risk profile and the
evolving regulatory environment following
the demerger.
The Committee also considered the
principal risks facing the Group and
received updates on these through the
course of the year as well as reports
from the chief risk officers of our main
subsidiaries, who regularly attend
Committee meetings. A fuller explanation
of principal risks facing the Group and the
way in which the Group manages these is
set out in the Group Chief Risk and
Compliance Officer’s report on pages 51
to 71. During 2019, the Committee
considered risk assessments and opinions
on key areas covering the risks associated
with the Group’s Business Plan, the Group’s
revised dividend policy and executive
remuneration, further details of which
are noted below.
In respect of our principal risks, we
continued to focus on the risks to the
Group’s financial viability and non-financial
sustainability including those arising from
the external business and macroeconomic
environment in which it operates; risks
arising from the nature of the Group’s
business and industry; and the risks around
global legal and regulatory compliance.
We regularly reviewed the strength of our
capital and liquidity positions (including
the results of stress and scenario analyses)
and the impact of the transition to the
Hong Kong IA’s Local Capital Summation
Method (LCSM) in determining the
Group’s regulatory capital requirements.
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COMMITTEE REPORTS CONTINUEDHow the Committee spent its time during 2019
Markets and Group risk updates
Group risk updates
Main subsidiary updates
Risk Management
Group principal risk identification
Principal risk discussions
Business unit specific risk matters
Risk assessment of Business Plan
Risk function effectiveness
Risk oversight of remuneration
Transformation risk
Demerger financial viability and operation resilience
Information security and privacy
Regulatory matters
Regulatory matters
Risk framework
Internal model development and changes
Group risk appetite review
Risk limit updates
Risk policy framework refresh and updates
Risk-related compliance policies
Group-wide Internal Audit update
Governance and reporting
Full and half-year risk disclosure
Global Systemically Important Insurer: Liquidity Risk Management Plan,
Systemic Risk Management Plan and Recovery Plan
Own Risk and Solvency Assessment
Full and half-year ECap results
Group Regulatory and Compliance reporting
Committee terms of reference
Feb
Apr
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Oct
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Matter considered
How the Committee addressed the matter
Risk framework
The Group Risk Framework and risk policies were subject to both an annual review and a further
specific update to ensure compliance with the Hong Kong IA Regulatory Letter. Changes were
recommended by the Committee for approval by the Board.
Annually, business units are required to assess and certify their compliance with the Group Risk
Framework and associated policies as part of the annual Group Governance Manual certification
process. The certification process is facilitated by Group Risk and Compliance and subject to oversight
by the Committee.
The Committee conducted its annual review of risk effectiveness in February. It also considered
the effectiveness of, and approved updates to, the Group Risk Mandate which formally sets out the
purpose and responsibilities of the Group Risk function and its effectiveness in overseeing the
key risks to the Group.
The Committee also reviewed the methodology and calibration of the Group internal model.
Risk appetite
The Committee is responsible for recommending changes in the Group’s overall risk appetite
and tolerance to the Board for approval.
The Committee considered the revised Group Risk Appetite Statement and associated limits that
would apply after the demerger of M&G plc. These were defined in aggregate for financial and
non-financial risks by the setting of objectives for its liquidity, capital requirements and non-financial
risk exposure.
Hong Kong Insurance
Authority (IA)
In August 2018, it was announced that the Hong Kong IA would become the Group-wide supervisor
for Prudential plc after the demerger of M&G plc.
Business Plan
Key updates on the discussions with the Hong Kong IA on the regulatory requirements applying
immediately following the demerger, and those anticipated in the longer term, were provided to the
Committee as part of the CRCO’s regular reporting.
As part of its role in overseeing and advising the Board on future risk exposures and strategic risks, the
Committee reviewed Group Risk’s assessment of the Business Plan, which included key financial risks
(including those associated with the macroeconomic environment, such as prolonged low interest
rates) and non-financial risks (including those from the regulatory environment) to the post-demerger
Group. The analysis reviewed included sensitivity assessments of the impact of various plausible
scenarios.
As part of its review of the risk assessment of the Business Plan, the Committee approved proposed
changes to Group Approved Limits.
Own Risk and Solvency
Assessment (ORSA)
The ORSA is a key ongoing process for identifying, assessing, controlling, monitoring and reporting
the risks to which the Group is exposed and assessing capital adequacy over the business planning
horizon.
In April, the Committee considered the Group’s ORSA report, based on the Business Plan, prior to
its approval by the Board. An additional ORSA report was considered by the Committee in October
which included a forward-looking assessment of the demerged Group’s capital and liquidity position,
and the outcome of a range of stress and scenario testing to inform the Committee of potential future
capital solvency and liquidity levels.
Stress and scenario testing
The Committee is responsible for reviewing the outcome and results of stress and scenario testing,
which is a key risk identification, measurement and management tool for the Group.
Stress and scenario testing is a key component of the Group’s ORSA and the risk assessment of the
Business Plan, as described above, as well as its Recovery Planning and Reverse Stress Testing (RST).
The Group’s Recovery Plan, considered by the Committee in October, included an assessment of the
effectiveness of the post-demerger business’s recovery options under market and idiosyncratic
scenarios. An updated year-end 2018 RST exercise was performed for the post-demerger Group,
which confirmed that it remains resilient to all business model failure scenarios considered. The
Committee recommended the Group’s Recovery Plan and RST Report for approval by the Board.
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COMMITTEE REPORTS CONTINUEDKey matters considered during the year continued
Matter considered
How the Committee addressed the matter
Global Systemically
Important Insurer (G-SII)
The FSB has endorsed a new Holistic Framework for systemic risk management to be implemented
by the IAIS in 2020 and suspended G-SII designations until a review is undertaken in 2022.
Transformation activity
and demerger of M&G plc
Group principal risks
In 2019, the Group remained subject to G-SII measures due to its prior designation in 2016.
The Committee therefore considered, and recommended for approval by the Board, updated
deliverables associated with this designation. These included the Systemic Risk Management Plan,
Recovery Plan and Liquidity Risk Management Plan. Many of the G-SII measures have been adopted
into the Insurance Core Principles and ComFrame – the common framework for the supervision of
Internationally Active Insurance Groups (IAIGs). As Prudential is expected to satisfy the criteria of an
IAIG these measures are anticipated to continue for the Group.
During 2019, a key area of consideration for the Committee was the demerger of M&G plc from the
rest of the Group, which contributed to the portfolio of key strategic change activity across the Group.
The Committee’s work included overseeing the conflict management process around the demerger.
The Committee also discussed the appropriate governance arrangements for the Group’s subsidiary
risk committees post-demerger and associated transitional arrangements.
The Committee was provided with updates on demerger and transformation activity throughout the
year, and considered the results of risk opinions, guidance and assurance work. It received regular
updates on the Group’s portfolio of key strategic change initiatives, including those related to IFRS 17,
the Group’s digital transformation, LIBOR transition and implementation of the Aladdin system.
Ongoing analyses of the key financial risks to the execution of the demerger under various stress
scenarios were provided to the Committee, as well as progress updates on operational
separation activity.
In particular, the Committee considered and approved changes to the following items, which were
all updated to appropriately reflect the position of the demerged Group: risk assessment of the Group
Business Plan; risk framework and policies; risk appetite and associated limits; ORSA report; and G-SII
deliverables.
The Committee also considered the risk disclosures included in the Prudential plc shareholder
Circular in advance of its publication.
The Committee evaluated the Group’s principal risks, considering recommendations for promoting
additional risks and changes in the scope of existing risks. The Committee received regular reporting
on principal and emerging risks, external events such as the UK’s exit from the EU and the Hong Kong
protests and mitigating actions over the course of the year within the Group CRCO’s regular report
to the Committee. Further information about how the Group identifies emerging and principal risks
can be found in the Group Chief Risk and Compliance Officer’s report.
These reports also provided the Committee with: regulatory updates; developments in the Group’s
internal model; the implications of the developing global capital standards including the engagement
with the Hong Kong IA on the development of an industry group capital and risk management
framework; and developments in relation to the Group’s designation as a G-SII.
Deep dives
As part of its risk oversight responsibilities, the Committee also considers the result of ‘deep dive’
risk reviews performed over the year.
In 2019, these focused on risks embedded within the assets and liabilities and the portfolio
of products in our US and Asia businesses and the Group’s digital transformation initiatives.
Information security
and privacy
During 2019, updates were provided to the Committee on progress made in the implementation
of the operating model for information security and privacy.
In April, in a joint session of the Risk and Audit Committee, an update on cyber security was provided
on the latest regulatory expectations, an assessment of the threats facing the Group and the means
to enable appropriate oversight.
The Committee received regular updates on Group-wide information security and privacy metrics
providing a view of security posture across the businesses.
Specifically in the key area of data privacy, the Committee received an update in February on progress
on residual Group-wide activity to ensure compliance with General Data Protection Regulations.
In November, the Committee was provided with an update on Group-wide privacy activities and
emerging privacy regulations in the US and Asia.
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Matter considered
How the Committee addressed the matter
Jackson oversight
Remuneration
Compliance and
audit reporting
The Committee received regular updates on the Jackson business throughout 2019 including in
relation to the financial risk oversight of the business, which remains a key area of focus. Updates were
provided to each Committee meeting on the effectiveness of the hedging programme and the impact
of market movements on Jackson’s estimated Risk Based Capital ratio.
The Committee approved changes to limits used in the monitoring of the market and credit risks
of the Jackson business.
Additionally, the Committee considered the results of in-depth reviews performed on the
methodology and assumptions of a tool for the estimation of Jackson capital adequacy under stress.
In October, the Committee approved Jackson’s adoption of the NAIC Variable Annuity
Reform Framework.
The Committee has a formal role in the provision of advice to the Remuneration Committee on risk
management considerations in respect of executive remuneration. It considered risk management
assessments of proposed executive remuneration structures and outcomes during the year, making
related recommendations to the Remuneration Committee for their consideration. The assessments
considered included those relating to executives of M&G plc at the point of demerger and proposals
relating to the Jackson bonus pool.
The Committee received regular reporting on key compliance risks and mitigation activity throughout
the year. It also reviewed and approved updates to regulatory compliance risk-related policies
including changes to the regulatory communications policy in advance of the transfer of Group-wide
supervisory responsibilities from the PRA to the Hong Kong IA in October.
The Committee received updates from Group-wide Internal Audit throughout the year relating
to effectiveness of risk management and internal control systems and other matters relating to
its responsibilities.
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COMMITTEE REPORTS CONTINUEDStatutory and regulatory disclosures
Powers of the Board
The Board may exercise all powers
conferred on it by the Company’s
Articles and the Companies Act 2006.
This includes the powers of the Company
to borrow money and to mortgage or
charge any of its assets (subject to the
limitations set out in the Companies Act
2006 and the Company’s Articles) and
to give a guarantee, security or indemnity
in respect of a debt or other obligation
of the Company.
Rules governing the appointment
of Directors
The appointment and removal of
Directors is governed by the provisions
in the Articles of Association (the Articles),
the UK Code, the HK Code (as appended
to the Hong Kong Listing Rules) and the
Companies Act 2006.
Director indemnities
Subject to the provisions of the Companies
Act 2006, the Company’s Articles permit
the Directors and officers of the Company
to be indemnified in respect of liabilities
incurred as a result of their office. Suitable
insurance cover is in place in respect of
legal action against directors and senior
managers of companies within the Group.
Qualifying third-party indemnity
provisions are also available for the benefit
of the Directors of the Company and
certain other such persons, including
certain directors of other companies within
the Group. These indemnities were in force
for 2019 and remain so. Prior to the
demerger of M&G plc qualifying pension
scheme indemnity provisions were in place
for the benefit of certain pension trustee
directors within the Group.
Financial reporting
The Directors have a duty to report to
shareholders on the performance and
financial position of the Group and are
responsible for preparing the financial
statements on pages 196 to 318 and the
supplementary information on pages 330
to 357. It is the responsibility of the auditor
to form independent opinions, based on
its audit of the financial statements and
its audit of the EEV basis supplementary
information, and to report its opinions to
the Company’s shareholders and to the
Company. Its opinions are given on pages
320 to 329 and page 359.
Company law requires the Directors to
prepare financial statements for each
financial year that give a true and fair view
of the financial affairs of the Company
and of the Group. The criteria applied in
the preparation of the financial statements
are set out in the Statement of Directors’
responsibilities on pages 319 and 358.
Company law also requires the Board to
approve the Strategic report. In addition,
the UK Code requires the Directors’
statement to state that they consider the
Annual Report and financial statements,
taken as a whole, is fair, balanced and
understandable and provides the
information necessary for shareholders
to assess the Company’s position and
performance, business model and strategy.
The Directors are further required to
confirm that the Strategic report includes
a fair review of the development and
performance of the business, with a
description of the principal risks and
uncertainties. Such confirmation is
included in the statement of Directors’
responsibilities on page 319.
The Strategic report provides, on pages
10 to 87, a description of the Group’s capital
position, financing and liquidity. The risks
facing the Group’s business are discussed
in the Group Chief Risk and Compliance
Officer’s report of the risks facing our
business and how these are managed
on pages 51 to 71.
The Directors who held office at the date
of approval of this Directors’ report confirm
that, so far as they are each aware, there is
no relevant audit information of which
the Company’s auditor is unaware;
each Director has taken all the steps that
he or she ought to have taken as a Director
to make himself or herself aware of any
relevant audit information and to establish
that the Company’s auditor is aware of that
information. This confirmation is given
and should be interpreted in accordance
with the provisions of Section 418 of the
Companies Act 2006.
Going concern
In accordance with the guidance issued
by the Financial Reporting Council in
September 2014, ‘Guidance on Risk
Management, Internal Control and Related
Financial and Business Reporting’, after
making sufficient enquiries the Directors
have a reasonable expectation that the
Company and the Group have adequate
resources to continue their operations for
a period of at least 12 months from the date
that the financial statements are approved.
In support of this expectation, the
Company’s business activities, together
with the factors likely to affect its future
development, successful performance and
position in the current economic climate,
are set out in the Strategic report on pages
10 to 87. The risks facing the Group’s
capital and liquidity positions are referred
to in the Strategic report on pages 51 to 71
with further information on capital
(including sensitivities) set out in note I(i)
‘Group Capital Position’ within Additional
unaudited financial information.
In addition, the Directors considered
the macro-economic environment and
geopolitical risks in the markets which the
Group operates, as well as the impact of
the outbreak of coronavirus (‘COVID-19’).
The Group’s IFRS financial statements
include the details of the Group’s
borrowings in note C6 on pages 280 and
281, the market risks and liquidity analysis
associated with the Group’s assets and
liabilities can be found in note C3.4(a) on
pages 256 to 258, policyholder liability
maturity profile by business units in notes
C4.2(iii) and C4.3(ii) on pages 266 and 267
respectively, cash flow details in the
consolidated statement of cash flows and
provisions and contingencies in notes C11
and D3. The Directors therefore consider it
appropriate to continue to adopt the going
concern basis of accounting in preparing
the financial statements for the year ended
31 December 2019.
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CONTINUED
US regulation and legislation
As a result of its listing on the New York
Stock Exchange, the Company is required
to comply with the relevant provisions of
the Sarbanes-Oxley Act 2002 as they apply
to foreign private issuers and have adopted
procedures to ensure such compliance.
In particular, in relation to Section 302
of the Sarbanes-Oxley Act 2002 which
covers disclosure controls and procedures,
a Disclosure Committee has been
established, reporting to the Group Chief
Executive, chaired by the Chief Financial
Officer and comprising members of head
office management. The work of the
Disclosure Committee supports the Group
Chief Executive and Chief Financial Officer
in making the certifications regarding the
effectiveness of the Group’s disclosure
procedures.
Change of control
Under the agreements governing
Prudential Corporation Holdings Limited’s
life insurance and fund management joint
ventures with China International Trust &
Investment Corporation (CITIC), if there is
a change of control of the Company, CITIC
may terminate the agreements and either,
(i) purchase the Company’s entire interest
in the joint venture or require the Company
to sell its interest to a third party designated
by CITIC, or (ii) require the Company to
purchase all of CITIC’s interest in the joint
venture. The price of such purchase or sale
is to be the fair value of the shares to be
transferred, as determined by the auditor
of the joint venture.
Customers
The five largest customers of the Group
constituted in aggregate less than
30 per cent of its total revenue from sales
for each of 2019 and 2018.
Contract of significance
At no time during the year did any Director
hold a material interest in any contract of
significance with the Company or any
subsidiary undertaking.
Securities dealing and
inside information
Prudential has adopted securities dealing
rules relating to transactions by Directors
on terms no less exacting than required by
Appendix 10 to the HK Listing Rules and
by relevant UK regulations. Having made
specific enquiry of all Directors, the
Directors have complied with these rules
throughout the period.
The Group has adopted an Inside
Information Policy which includes
guidance and procedures for the
identification, dissemination and
escalation of inside information as well as
appropriate controls on the disclosure of
such information in line with regulatory
requirements. All staff are made aware
of the policy and receive communications
reminding them of their obligations when
they work on any confidential matters
in the business or are notified when the
Company enters or exits a closed period.
Requirements of Listing Rule 9.8.4
Information to be included in the Annual
Report and Accounts under Listing Rule
9.8.4 may be found as follows:
Listing Rule Description
Page
9.8.4 (4) Details of long-term
incentive schemes
required by Listing
Rule 9.4.3
9.8.4 (10) Contracts of
Significance
involving a Director
9.8.4 (12) Details of
shareholder waiver
of dividends
9.8.4 (13) Details of
shareholder waiver
of future dividends
168
134
401
401
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Index to principal
Directors’ report disclosures
Information required to be disclosed in the Directors’ report may be found in the following sections:
Information
Section in Annual Report
Page number(s)
Disclosure of information to auditor
Statutory and regulatory disclosures
Directors in office during the year
Board of Directors
ESG summary
Employment practices
Greenhouse gas emissions
Charitable donations
Political donations and expenditure
ESG summary
ESG summary
ESG summary
ESG summary
ESG summary
133
92 to 97
72 to 87
72 to 87
72 to 87
86
87
Remuneration Committee report
Directors’ remuneration report
136 to 173
Directors’ interests in shares
Agreements for compensation for loss of office
or employment on takeover
Directors’ remuneration report
Directors’ remuneration report
Details of qualifying third-party
indemnity provisions
Internal control and risk management
Powers of Directors
Governance report
Governance report
Governance report
Rules governing appointment of Directors
Governance report
Significant agreements impacted by a change
of control
Governance report
Future developments of the business
of the Company
Group Chief Executive’s report
Post-balance sheet events
Note D4 of the notes on the Group financial statements
Shareholder information
Rules governing changes to the Articles
of Association
Structure of share capital, including changes
during the year and restrictions on the transfer
of securities, voting rights and significant
shareholders
Business review
Changes in borrowings
Dividend details
Financial instruments
Shareholder information and note C10
of the notes on the Group financial statements
400, 401
and 290
Group overview and Strategic report
Strategic report and note C6 of the notes on the
Group financial statements
Group overview and Strategic report
Strategic report and Additional information
166
186
133
108 and 109
133
133
134
6 to 9
298
400
3 to 87
63, 64 and 280
4 and 40
51 to 71 and
388 to 390
98
Corporate governance codes –
statement of compliance
How we operate
In addition, the risk factors set out on pages 388 to 395 and the additional unaudited financial information set out on pages 362 to 387, are
incorporated by reference into the Directors’ report.
The Directors’ report is signed on behalf of the Board of Directors by
Tom Clarkson
Company Secretary
10 March 2020
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information04
Directors’
remuneration
report
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Annual statement from the Chairman of the
Remuneration Committee
Our Executive Directors’ remuneration at a glance
Annual report on remuneration
New Directors’ remuneration policy
Additional remuneration disclosures
Page
138
142
144
174
192
This report has been prepared to comply with Schedule 8 of The Large and Medium-sized Companies
and Groups (Accounts and Reports) (Amendment) Regulations 2013, The Companies (Miscellaneous
Reporting) Regulations 2018, The Companies (Directors’ Remuneration Policy and Directors’
Remuneration Report) Regulations 2019, as well as the Companies Act 2006 and other related regulations.
The following sections were subject to audit: Table of 2019 and 2018 Executive Director total remuneration
(the ‘single figure’) and related notes, salary information table in section entitled Remuneration in respect
of performance in 2019, Pension entitlements, Long-term incentives awarded in 2019, Chairman and
Non-executive Director remuneration in 2019, Statement of Directors’ shareholdings, Outstanding share
options, Recruitment arrangements and Payments to past Directors and payments for loss of office.
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Prudential plc Annual Report 2019
137
DIRECTORS’ REMUNERATION REPORT
Annual statement from the Chairman
of the Remuneration Committee
Anthony Nightingale
CMG SBS JP
Chairman of the Remuneration
Committee
Dear shareholder,
I am pleased to present the
Remuneration Committee’s report
for the year to 31 December 2019.
The Committee’s report is presented
in the following sections:
1
2
3
An ‘at a glance’ summary of the Group’s
remuneration arrangements on pages
142 and 143. This includes a summary
of the key features of operation of the
current Directors’ remuneration policy
and outlines our proposed changes to
the policy for 2020. The current policy
was approved by shareholders at the
2017 AGM;
Our Annual report on remuneration
on pages 144 to 173 which describes
how the Committee applied the
Directors’ remuneration policy in 2019
and the decisions it has made in respect
of 2020;
Our new Directors’ remuneration policy
on pages 174 to 191 which describes
how we propose paying Directors from
14 May 2020. This will be subject to an
ordinary resolution of shareholders at
the 2020 AGM; and
4
Supplementary information on pages
192 to 195.
By way of preface, I would like to share
the context for the key decisions the
Committee took during 2019, in particular,
the decisions we took in connection with the
demerger, how we rewarded performance
achieved during the year, the remuneration
arrangements for those stepping down
from the Board and the decisions relating
to remuneration arrangements in 2020
and the new Directors’ remuneration policy.
In line with our approach to shareholder
engagement and given the above,
I corresponded with and met the majority
of our major shareholders, as well as
organisations that represent and advise
shareholders during late 2019 and early
2020. I am pleased to say that we have had
the benefit of substantive feedback from
41 per cent of our shareholder register
and that the majority of shareholders
and advisory bodies who provided input
were content with our proposals and
commended the manner in which we
conducted the consultation process.
On behalf of the Committee, I would like
to thank the shareholders and advisory
bodies for their engagement to date and
look forward to continuing this open
dialogue into the future.
Further, I am delighted to welcome
Amy Yip, who joined the Committee
in September 2019.
Demerger-related decisions
The M&G plc business demerged from the
Group with effect from 21 October 2019.
As I described last year, the Committee
established a set of principles to underpin
decisions on remuneration relating to the
demerger, including:
— Executives should not be advantaged
or disadvantaged by the demerger;
the value of outstanding awards and
their key terms (release dates, holding
periods, malus and clawback provisions)
should be unaffected;
— Where performance conditions need to
be revised, the new conditions should
be no more or less stretching than those
originally attached to the awards; and
— Where the Committee has applied
discretion, this will be disclosed clearly.
These principles were the basis for the
decisions taken by the Committee,
including the treatment of outstanding
share awards which was set out in the
Shareholder Circular published on
25 September 2019 and voted upon and
approved by shareholders at the October
2019 General Meeting. This treatment,
together with adjustments made to the
targets of in-flight Prudential Long Term
Incentive Plan (PLTIP) awards as a
result of the demerger, are detailed in
‘Remuneration decisions taken in relation
to the demerger’ section of this report.
Changes to the executive team
The Company made a number of changes
to the senior leadership team of the Group
in preparation for the demerger. On 16 May
2019, John Foley, Chief Executive of
M&GPrudential, Nic Nicandrou, Chief
Executive of Prudential Corporation Asia,
and Michael Falcon, Chairman and Chief
Executive Officer of Jackson Holdings LLC
stepped down as Executive Directors of
Prudential plc. They did not receive any
loss of office payment in respect of their
service as Executive Directors. Details of
remuneration earned in respect of their
service on the Prudential plc Board is
provided in this report. When John Foley
left the Group on the demerger of
M&G plc, his outstanding PLTIP and
deferred bonus awards were exchanged
for replacement awards over M&G plc
shares of an equivalent value and subject
to equivalent malus and clawback
provisions, and performance conditions
which the Remuneration Committee of
M&G plc determined were no more or
less onerous than those which originally
applied. Mr Foley’s 2019 bonus will be
assessed and determined by M&G plc
Remuneration Committee and will be paid
by M&G plc.
In July 2019 Mark FitzPatrick, in addition
to his role as Group Chief Financial Officer,
became Chief Operating Officer while
James Turner, Group Chief Risk Officer,
became additionally responsible for the
Group Compliance function. Their titles
were changed to reflect these new duties.
In August 2019, Mr Turner relocated to
Hong Kong to support our dialogue with
the Hong Kong Insurance Authority
(Hong Kong IA), our Group-wide
supervisor from the date of the demerger.
The Company supported Mr Turner’s
relocation and, in order to recognise the
expansion of his role and his development
since joining the Board, he received
an uplift in salary of 9 per cent and an
increased bonus opportunity from
160 per cent of base salary to 175 per cent
from the date of his move. No changes
were made to Mr Turner’s long-term
incentive award level or to Mr FitzPatrick’s
2019 remuneration arrangements.
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Key
Continuing
Discontinued (M&G plc)
Continuing
Continuing operations after
hedge modelling changes
Hedge modelling changes
Rewarding 2019 performance
Prudential’s executive remuneration arrangements reward the achievement of Group, business, functional and personal targets,
provided that this performance is delivered within the Company’s risk framework and appetites, and that the conduct expectations of
Prudential, our regulators and other stakeholders are met.
As set out in the ‘Strategic report’ section earlier in this Annual report, the Group delivered results which demonstrate operating earnings
growth and the benefits of the diverse portfolio in Asia. These results have been achieved in parallel with the demerger of the M&G plc
business. The table below illustrates achievement of KPIs:
Performance measures
Group performance ($m)4
2018-2019 growth5
2019 bonus achievement6
+20% Above target,
approaching
stretch target level.
Adjusted operating profit1
Prudential’s primary measure of
profitability and a key driver of
shareholder value.
Group free surplus generation2,3
A measure of the internal cash
generation of our business units.
6,445
2,036
4,409
5,310
2018
2019
5,404
1,994
3,410
3,764
(903)
2,861
2018
2019
+10%
before hedge
modelling changes
Business unit remittances7
Cash flows across the Group reflect
our aim of achieving a balance between
ensuring sufficient net remittances
from business units to cover the
dividend (after corporate costs)
and the use of cash for reinvestment
in profitable opportunities.
2,259
842
+3%
1,417
1,465
2018
2019
Adjusted operating
profit accounted for
35 per cent of Group
financial bonus targets.
Above stretch
target level.
Group free surplus
generation accounted
for 30 per cent of
Group financial
bonus targets.
Above target,
approaching
stretch target level.
A cash flow measure
was used to determine
20 per cent of the
Group financial
bonus targets.
EEV new business profit
A measure of the future profitability
of the new business sold during the
year and indicates the profitable
growth of the Group.
5,177
470
4,707
4,405
2018
2019
-6%
reflecting economic
conditions, US product
mix changes and
Hong Kong protest
disruption. PCA ex
Hong Kong +29%
Above target,
approaching
stretch target level.
EEV new business
profit accounted for
15 per cent of Group
financial bonus targets.
Notes
1
2 For insurance operations, operating free surplus generated represents amounts maturing from the in-force business during the period less investment in new business and
In this report ’adjusted operating profit’ refers to adjusted IFRS operating profit based on longer-term investment returns and are as previously reported.
excludes non-operating items. For asset management businesses, it equates to post-tax operating profit for the period. Restructuring costs are presented separately from
the underlying business unit amount.
3 Operating free surplus generated before US modelling changes. During 2019, as part of the implementation of the NAIC’s changes to the US statutory reserve and capital
framework enhancements were made to the model used to determine the cost of hedging for US statutory reporting which have been incorporated into the EEV model,
resulting in a fall in operating free surplus of $(903) million from a lower expected transfer to net worth. After allowing for this, operating free surplus generated is
$2,861 million, down 16 per cent on a constant and actual exchange rate basis.
4 As reported basis.
5 Growth rates on continuing operations.
6 Executive Directors’ bonus awards have been assessed against targets that assumed M&G plc performance up to the date of demerger. Targets and the level of
achievement are set out in the ‘Annual bonus outcomes for 2019’ section of the Annual report on remuneration.
7 Group cash flow includes BU remittances net of dividends and corporate costs.
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CONTINUED
2019 Adjusted operating profit was
20 per cent higher than prior year on a
constant exchange rate basis reflecting
the performance outlined in the business
performance review, which delivered a
result approaching the Board approved
stretch targets.
Group EEV new business profit was
6 per cent lower than prior year on a
constant exchange rate basis. This reflected
the significant reduction in interest rates
during the year and the challenging trading
environment in Hong Kong in the second
half of the year as a direct result of political
unrest in the region. Excluding Hong Kong,
Asia new business profit was 29 per cent
above prior year and given the strong
performance of NBP absent the Hong Kong
protests, the Committee considered it
appropriate to adjust the EEV new business
profit target to reflect the reduction in
Hong Kong sales driven by the protests,
which was considered to be outside of
management’s control. Allowing for this
adjustment, Group EEV new business profit
was between target and stretch target.
Group free surplus generation was
10 per cent higher than 2018 on a constant
exchange rate basis, excluding the impact
of EEV methodology changes outlined
in the CFO report (Operating Free Surplus
Generation is 16 per cent lower than
prior year including the impact of EEV
methodology changes). This result was
above the Board approved stretch target.
All of our business units achieved target
remittance levels, which were 3 per cent
higher than 2018 for our continuing
operations, enabling us to maintain
significant cash stock at the centre,
after dividends, corporate costs, demerger
effects and investing in profitable
opportunities within the business units.
The business unit remittances contributed
to Group cashflow, which approached
the stretch target level.
The Group achieved these results while
maintaining appropriate levels of capital
and while operating within the Group’s risk
framework and appetites. The Committee
believes that the bonuses it awarded to
Executive Directors for 2019 (between
93 per cent and 96 per cent of executives’
maximum AIP opportunities) appropriately
reflect this performance.
Performance in 2019 has continued
to deliver on the momentum achieved
in recent years. The Group delivered
total adjusted operating profits of
$19,021 million in the 2017, 2018
and 2019 financial years. Based on this
strong cumulative adjusted operating
profit performance over the period and
performance against our sustainability
scorecard, the Committee determined
that between 61.75 and 68.75 per cent
of the Prudential Long Term Incentive
Plan (PLTIP) awards made to Executive
Directors in 2017 would vest (depending
on the business unit). These awards will
be released to participants from April 2020.
The portion of the awards related to
Prudential’s total shareholder return (TSR)
lapsed as TSR performance was ranked
below median of the peer group.
The total 2019 remuneration or ‘single
figure’ for the Group Chief Executive,
Mike Wells, is 11.25 per cent lower than
his total restated 2018 ‘single figure’,
notwithstanding his exceptional leadership
and personal performance. This chiefly
reflects his housing support ending in
November 2018 and the impact of the
lower value of the 2017 PLTIP vesting
compared to the 2016 PLTIP vesting due
to lower share price growth over the
performance period.
Reviewing the Directors’
remuneration policy
Ahead of the renewal of the Directors’
remuneration policy at the AGM in 2020,
the Committee carefully considered and
debated a range of potential remuneration
models, taking into account the demerger
of the M&G plc business from the Group,
the views of our shareholders, the UK
Corporate Governance Code and the
broader regulatory and competitive
environment. The Committee concluded
that the current model continues to connect
remuneration with the achievement of the
Group’s ambitious goals to build long-term
shareholder value by continuing to focus
on achieving sustainable, profitable growth
and retaining a resilient balance sheet,
with a disciplined approach to active capital
allocation. In addition, the Committee
decided to retain the key features of the
current remuneration model since it is
appropriate for a growth company, is well
understood and drives the right behaviour
and outcomes. On this basis, the
Committee decided to retain the current
remuneration model while making a
number of improvements to ensure that it
continues to be aligned with the Group’s
remuneration principles, business priorities
and evolving stakeholder expectations.
The proposed new Directors’ remuneration
policy set out on pages 174 to 191 has been
designed to:
1 Align reward with the strategic
priorities and capital framework
of the post-demerger business
The Committee intends to align the
Prudential Long Term Incentive Plan
(PLTIP) performance conditions with the
strategic priorities of the post-demerger
business by introducing a new a return on
equity performance measure, operating
return on average shareholders’ funds,
for the 2020 PLTIP awards, incentivising
the efficient use of capital as well as
shareholder returns. Using this metric
alongside our established metrics of
Total Shareholder Return (TSR) and a
sustainability scorecard will ensure that
the full value of long-term incentive awards
is attained only where capital is effectively
deployed in a way which creates
shareholder returns superior to those
delivered by peers while conduct and
diversity expectations are met.
The proportion of 2019 long-term incentive
awards which will vest for threshold
performance was reduced to 20 per cent
(from 25 per cent for previous awards).
This level of threshold vesting is formalised
in the 2020 policy and will apply to all
future awards.
The proposed new Directors’ remuneration
policy seeks to reintroduce a financial
element to the bonus for the Group Chief
Risk and Compliance Officer from 2020,
effectively reverting to a similar approach
used until 2015. Specifically, it is proposed
that the 2020 bonus for this role is based
on 40 per cent functional objectives,
40 per cent Group financial measures and
20 per cent personal measures. This is in
line with the current draft of the Hong
Kong IA’s guideline on the remuneration
of key persons in control functions and
reflects our view that it is important that
this role and other control function staff
continue to demonstrate long-term
commercial sensitivity and are rewarded
in a way which allows the Company to
recruit the very best talent to these roles.
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In conclusion
I trust that you will find this report a
clear account of the way in which the
Committee has implemented the Directors’
remuneration policy during 2019 and of
the Committee’s proposed new Directors’
remuneration policy.
Anthony Nightingale, CMG SBS JP
Chairman of the Remuneration Committee
10 March 2020
3 Foster alignment between
the remuneration of executives
and the wider workforce
The Committee is aware that the greater
alignment of reward arrangements of
executives with those of the wider
workforce is an area of attention for many
investors, particularly in light of the
expectations set out in the UK Corporate
Governance Code. The Committee intends
to reflect this focus in a number of ways,
including those set out below.
The Committee is mindful of the need
for continued restraint in base salary
increases. With effect from 1 January
2020, salary increases of 2 per cent were
awarded for all Executive Directors. 2020
will be the eighth consecutive year in
which the increases generally offered to
executives have been below or close to
the bottom of the salary increase budget
ranges for the broader workforce.
Subject to approval of the new Policy,
it is proposed that Executive Directors
recruited externally or internally from
the date of the 2020 AGM will be offered
pension benefits of 13 per cent of salary,
aligned with the employer pension
contribution available to the UK workforce.
We also propose to reduce incumbent
Executive Directors’ pension benefits
from 25 per cent to 20 per cent of salary
by May 2021. The Committee recognises
that pension benefits are an increasingly
important area of focus and believe that
the proposal is an active step towards
aligning executives with the wider
workforce whilst recognising the existing
contractual commitments in place. This is
an area where market practice is evolving
rapidly and one which the Committee will
keep under close review.
Following the Hong Kong IA assuming
the role of our Group-wide supervisor,
Prudential ceased to be subject to
Solvency II capital requirements. It is
therefore proposed that the Solvency II
underpin under the AIP and the
Solvency II capital metric within the
PLTIP sustainability scorecard are replaced
with measures aligned to the Hong Kong
IA capital framework.
2 Strengthen the community
of interest between executives
and other shareholders
The Committee has decided to build on the
share ownership guidelines which apply
to executives during their employment by
introducing a formal, post-employment
shareholding guideline. This guideline
will require Executive Directors to hold
their full in-employment share ownership
guideline for a period of two years from
the date of their retirement from the Board
(or their actual shareholding from this date
if lower).
As described above, Mr FitzPatrick’s role
expanded in July 2019 when he became
Chief Operating Officer in addition to
his role as Group Chief Financial Officer.
In this capacity, he became responsible
for a number of key Group functions
including Legal, Government Affairs
and Communications. In recognition
of Mr FitzPatrick’s expanded role and
responsibilities, together with the Board’s
view of his strong performance, potential
and criticality to the Group, the Committee
propose increasing the value of his 2020
long-term incentive award to 300 per cent
of base salary (from 250 per cent at
present). The Committee chose to
recognise the increased scope of
Mr FitzPatrick’s role in this way to
promote stewardship and long-term focus.
It is imperative that incentive payments
are based on performance which is
well-founded and sustainable. The
Committee currently has the scope to
reduce, cancel or recover these payments
and intends to build on these discretionary
powers in the 2020 policy by formalising
and extending the circumstances which
might trigger the use of malus and
clawback to include non-financial issues
and personal conduct which falls short
of the Company’s expectations.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationOur Executive Directors’
remuneration at a glance
What performance means for Executive Directors’ pay
At Prudential, remuneration packages are designed to ensure a strong alignment between pay and performance. As you can see from the
charts within the Annual statement from the Chairman of the Remuneration Committee, we are continuing to deliver profitable growth
for our shareholders. This has been reflected in both the annual bonuses paid and the release of long-term incentive awards, as set out in
the Annual report on remuneration.
In particular, the long-term incentives awarded to Executive Directors in 2017 had stretching performance conditions attached to
vesting and were denominated in shares or ADRs. The value of the performance-related elements of remuneration is added to the fixed
packages provided to Executive Directors to calculate the 2019 ‘single figure’ of total remuneration. The total 2019 ‘single figure’ for
the Group Chief Executive is 11.25 per cent less than the total 2018 ‘single figure’. This chiefly reflects his housing support ending in
November 2018 and the impact of the lower value of the 2017 PLTIP vesting compared to the 2016 PLTIP vesting due to lower share price
growth over the performance period. The values for the current Executive Directors are outlined in the table below:
Executive Director
Role
Mark FitzPatrick
James Turner2
Mike Wells
Group Chief Financial
Officer and Chief
Operating Officer
Group Chief Risk and
Compliance Officer
Group Chief Executive
Fixed pay
Performance related
2019
salary
Pension and
benefits
2019 bonus
LTIP vesting
2019
single figure
2018
single figure1
£760,000
£339,000
£1,279,000
£1,082,000
£3,460,000
£2,261,000
£678,000
£1,149,000
£507,000
£513,000
£1,052,000
£2,197,000
£303,000
£2,860,000
£2,540,000
£6,719,000
£1,913,000
£7,571,000
Notes
1 Revised 2018 single figure, in line with the regulations, reflecting the actual value of 2018 LTIP releases and additional dividends paid as set out in the notes to the 2018 single figure table.
2 Mr Turner relocated to Hong Kong on 1 August 2019 and has since been paid in HK dollars. Exchange rate fluctuations will therefore impact the reported sterling value. Actual
amounts paid and the rates of exchange used to convert into a single currency are set out in the Notes to the ‘single figure’ table in the Annual report of remuneration.
Aligning 2020 pay to performance
The Committee awarded salary increases to the Executive Directors for 2020 of 2 per cent, which was below the lower end of the range
of salary increase budgets for the wider workforce.
As discussed in the ‘Annual statement from the Chairman of the Remuneration Committee’ and in the ‘Statement of implementation
in 2020’ sections, in the interests of recognising Mr FitzPatrick’s expanded role and responsibilities and to support the promotion of
stewardship and long-term focus, the Committee intends to increase the value of 2020 long-term incentive award to be made to the
Group Chief Financial Officer and Chief Operating Officer within the limit provided for by the current Directors’ remuneration policy.
Remuneration packages for 2020, effective 1 January 2020, are set out in detail in the Annual report on remuneration and are
summarised below:
Executive Director
Role
Mark FitzPatrick
James Turner2
Mike Wells
Group Chief Financial Officer and Chief
Operating Officer
Group Chief Risk and Compliance Officer
Group Chief Executive
Annual Incentive Plan (AIP)
2020 salary
Maximum
bonus
(% of salary)
Bonus
deferred
(% of bonus)
PLTIP
award
(% of salary)1
£776,000
HK$7,480,000
£1,172,000
175%
175%
200%
40%
40%
40%
300%
250%
400%
Notes
1 The PLTIP award is subject to a three-year performance period and a holding period which ends on the fifth anniversary of the award.
2 James Turner relocated to Hong Kong on 1 August 2019 and has since been paid in HK dollars.
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Summary of proposed changes to the Directors’ remuneration policy
Current key elements
of remuneration
0
2
0
2
1
2
0
2
2
2
0
2
3
2
0
2
4
2
0
2
5 Key features of operation
2
of the current policy1
0
2
Outline of proposed changes
for 2020
Fixed pay
Salary and
benefits
Pension
Cash bonus
Deferred
bonus
Prudential
Long Term
Incentive
Plan (PLTIP)
Short-term
variable pay
One-year performance
assessed on financial
or functional objectives
and personal objectives,
set with reference to
business plans approved
by the Board. Awards
are subject to the
achievement of a
Solvency II capital
underpin
Long-term
variable pay
Three-year
performance assessed
on a combination of:
— Financial measures;
and/or
— Total Shareholder
Return (TSR) relative
to international
insurance peers; and
— Sustainability
scorecard of capital,
conduct and
diversity measures.
Share ownership
guidelines
Share
ownership
guidelines
Performance
period
Holding
period
Salaries reviewed annually with
increases generally aligned with
those of the workforce. Benefits
reflect individual circumstances and
are competitive in the local market
Entitled to receive pension
contributions and/or a cash
supplement up to 25% of salary.
Executive Directors based in
Hong Kong receive this in addition
to contributions into the Hong Kong
Mandatory Provident Fund
No change to salary and benefits policy
Offer new, externally recruited and promoted
Executive Directors pension benefits aligned
with the UK workforce at 13% of salary and
move incumbent Executive Directors towards
a contribution rate of 20% of salary by
14 May 2021
No change to Hong Kong Mandatory
Provident Fund contributions for Executive
Directors based in Hong Kong
The maximum opportunity is up to
200% of salary
No change to opportunity levels2, payment
scale, level of deferral or malus and clawback
40% of bonus is deferred into shares
for three years
Award is subject to malus and
clawback provisions
The measures for the Group Chief
Risk and Compliance Officer are
based on functional and personal
targets only
Solvency II underpin replaced with a Pillar I
capital underpin aligned with the Hong Kong
IA3 capital framework
Reintroduce financial measures for the Group
Chief Risk and Compliance Officer in line with
current draft Hong Kong IA guideline and
weight the 2020 bonus measures as follows:
40% Group financial measures, 40% functional
objectives and 20% personal measures
Formalise and extend the circumstances
which might trigger the use of malus and
clawback to include non-financial issues and
personal conduct which falls short of the
Company’s expectations
Maximum award under the Plan
is 550% of salary although regular
awards are below this level
Increase the regular award level for Group
Chief Financial Officer and Chief Operating
Officer to 300% of salary (from 250% of salary)
No change to award levels for other Executive
Directors
Adopt a Return on Equity (RoE) measure
within the PLTIP for all Executive Directors
in addition to the relative TSR and the
sustainability scorecard measures. In the
scorecard, replace Solvency II capital with
a measure aligned with the Hong Kong IA
capital framework
Weight of 2020 PLTIP measures as follows:
50% TSR, 30% RoE and 20% sustainability
scorecard
No other changes to the sustainability
scorecard metrics and the 20% vesting for
threshold performance to be formalised
Formalise and extend the circumstances
which might trigger the use of malus and
clawback to include non-financial issues
and personal conduct which falls short
of the Company’s expectations
Introduce a requirement that Executive
Directors leaving the Board hold the lower of
their actual shareholding at their retirement
date and their in-employment share ownership
guideline for a period of two years, subject to
Remuneration Committee discretion
Awards are subject to a three-year
vesting period from date of grant
and a further two-year holding
period from the end of the vesting
period
Awards are subject to malus and
clawback provisions
2019 awards have relative TSR and
sustainability scorecard targets only
The proportion of 2019 awards
which will vest for threshold
performance was reduced to 20%
(from 25% for previous awards)
Significant in-employment share
ownership guidelines for all
Executive Directors as follows:
— 400% of salary for the
Group Chief Executive
— 250% of salary for other
Executive Directors
Executives have five years from
the later of the date of their
appointment, or the date of an
increase these guidelines, to build
this level of ownership
Notes
1
2 The Group Chief Risk and Compliance Officer’s maximum bonus opportunity was increased during 2019 to recognise his expanded role and development since joining
‘Policy’ refers to the 2017 Directors’ remuneration policy.
the Board.
‘Hong Kong IA’ refers to the Hong Kong Insurance Authority, the Company’s Group wide supervisor following the demerger.
3
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The Board has established Audit, Remuneration, Risk and Nomination & Governance Committees as principal standing committees
of the Board. These committees form a key element of the Group governance framework.
The operation of the Remuneration Committee
Members
Anthony Nightingale (Chair of the Committee)
Kai Nargolwala
Philip Remnant
Thomas Watjen
Fields Wicker-Miurin
Amy Yip (member since 2 September 2019)
Individual Directors’ attendance at meetings throughout 2019 is set out in the ‘Governance’ section.
Role and responsibility
The role and responsibilities of the Committee are set out in its terms of reference, which are reviewed by the Committee and approved
by the Board on an annual basis, and which can be found on the Company’s website. The Committee’s role is to assist the Board in
meeting its responsibilities regarding the determination, implementation and operation of the overall remuneration policy for the Group,
including the remuneration of the Chairman, Executive Directors, Group Executive Committee and Company Secretary, as well as
overseeing the remuneration arrangements of other staff within its purview.
The principal responsibilities of the Committee during 2019 were:
— Determining and recommending to the Board for approval, the framework and policy for the remuneration of the Chairman,
Executive Directors and other members of the Group Executive Committee;
— Approving the design of performance-related pay schemes operated for the Executive Directors and other members of the Group
Executive Committee, and determining the targets and individual payouts under such schemes;
— Reviewing the design and development of all share plans requiring approval by the Board and/or the Company’s shareholders;
— Approving the share ownership guidelines for the Chairman and Executive Directors and other members of the Group Executive
Committee, and monitoring compliance;
— Reviewing and approving individual packages for the Executive Directors and other members of the Group Executive Committee,
and the fees of the Chairman and the Non-executive Directors of the Group’s material subsidiaries;
— Reviewing and approving packages to be offered to newly recruited Executive Directors and other members of the Group
Executive Committee;
— Reviewing and approving the structure and quantum of any severance package for Executive Directors and other members
of the Group Executive Committee to ensure they are fair and do not reward failure;
— Ensuring the process for establishing remuneration policy is transparent and consistent with the Group’s risk framework and
appetites, encouraging strong risk management and solvency management practices;
— Reviewing the workforce remuneration practices and related policies across the Group when setting the remuneration policy
for Executive Directors, as well as the alignment of incentives and awards with culture;
— Monitoring the remuneration and risk management implications of remuneration of senior executives across the Group,
other selected roles and those with an opportunity to earn in excess of £1 million in a particular year; and
— Overseeing the implementation of the Group remuneration policy for those roles within scope of the specific arrangements referred
to in Article 275 of Solvency II.
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In 2019, the Committee met eight times. Key activities at each meeting are shown in the table below:
Meeting
Key activities
January 2019
Consider shareholder feedback received from consultation.
Early March 2019
Approve the 2018 Directors’ remuneration report; consider 2018 bonus awards for Executive Directors; consider
vesting of long-term incentive awards with a performance period ending on 31 December 2018; approve 2019
long-term incentive awards and performance measures; note an update on regulation affecting remuneration;
note an update on the Board’s review of the Committee’s effectiveness; and review the appointment of the
Committee’s independent adviser.
Mid-March 2019
Confirm 2018 annual bonuses and the vesting of long-term incentive awards with a performance period ending
on 31 December 2018, in light of audited financial results; approve the revised total shareholder return (TSR)
peer group for the 2019 PLTIP awards; and approve Executive Directors’ personal objectives for the 2019 annual
incentive plan.
May 2019
June 2019
July 2019
September 2019
December 2019
Approve the remuneration arrangements for those executives retiring from the Board; approve amendments
to share plan rules and the remuneration terms of the Group Chief Risk and Compliance Officer’s relocation
package; review the remuneration of senior executives across the Group, employees with a remuneration
opportunity over £1 million per annum and employees within the scope of the Solvency II remuneration rules;
note the remuneration sections of the draft Shareholder Circular and Demerger Agreement; and review the
executive remuneration model and its appropriateness for the ongoing international business.
Review proposals on Executive Directors’ remuneration arrangements; note an update on regulation affecting
remuneration; review progress towards share ownership guidelines by the Chairman, Executive Directors and
other Group Executive Committee members; and approve the expense approval process for the Group Chief
Executive and Chairman; and approve the Chairman’s fees.
Review an initial draft of the 2020 Directors’ remuneration policy; approve the Solvency II Remuneration Policy
Statement for the 2018 performance year; and discuss the methodology for converting the dividend-in-specie
(the ‘demerger dividend’) into additional Prudential plc shares for Prudential plc share plan participants.
Approve the draft 2020 Directors’ remuneration policy and review proposed 2020 remuneration arrangements
for Executive Directors ahead of consultation with shareholders; note an update on regulation affecting
remuneration; approve minor amendments to the share plan rules and adjustments to outstanding Options;
review the indicative incentive outcomes for Group Executive Committee members transferring to M&G plc;
and review the workforce remuneration dashboard.
Review level of participation in the Company’s all-employee share plans and dilution levels resulting from
the Company’s share plans; approve the Group Executive Committee members’ 2020 salaries and incentive
opportunities; consider the annual bonus measures and targets to be used in 2020; consider shareholder
feedback; review an initial draft of the 2019 Annual report on remuneration and the 2020 Directors’ remuneration
policy; approve the Committee’s 2020 Schedule of Business; approve the fees for independent non-executive
directors of Material Subsidiaries; review the Group’s remuneration arrangements and approve amendments
to the 2020 Group remuneration policy in light of the draft Hong Kong IA Guideline on Group-Wide Corporate
Governance; approve the Committee’s terms of reference for recommendation to the Board; and note an update
on regulation affecting remuneration.
Additionally, a number of resolutions in writing were approved by the Committee between these meetings relating to the remuneration
sections of the Circular and Demerger Agreement, the draft 2020 Directors’ remuneration policy, and matters relating to the demerger.
The Chairman and the Group Chief Executive attend meetings by invitation. The Committee also had the benefit of advice from:
— Group Chief Risk and Compliance Officer;
— Group Chief Financial Officer and Chief Operating Officer;
— Group Human Resources Director; and
— Director of Group Reward and Employee Relations.
Individuals are not present when their own remuneration is discussed and the Committee is always careful to manage potential conflicts
of interest when receiving views from Executive Directors or senior management about executive remuneration proposals.
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CONTINUED
In line with our approach to shareholder engagement and given the additional context of the demerger and the review of the Directors’
remuneration policy, the Chairman of the Committee held meetings with shareholders and the principle advisory bodies (the Investment
Association, Institutional Shareholder Services and Glass Lewis) to discuss decisions taken in respect of the demerger; the principle
changes proposed as part of the renewal of the Directors’ remuneration policy; and Executive Directors’ remuneration arrangements
for 2020. We have had the benefit of substantive feedback from 41 per cent of our shareholder register and are pleased that the majority
of shareholders and advisory bodies who provided input were content with our proposals and commended the manner in which we
conducted the consultation process.
During 2019, Deloitte LLP was the independent adviser to the Committee. Deloitte was appointed by the Committee in 2011 following
a competitive tender process. As part of this process, the Committee considered the services that Deloitte provided to Prudential and its
competitors, as well as other potential conflicts of interest. Deloitte is a member of the Remuneration Consultants’ Group and voluntarily
operates under their code of conduct when providing advice on executive remuneration in the UK. Deloitte regularly meets with the
Chair of the Committee without management present. The Committee is comfortable that the Deloitte engagement partner and team
providing remuneration advice to the Committee do not have connections with Prudential that may impair their independence and
objectivity. The total fees paid to Deloitte for the provision of independent advice to the Committee in 2019 were £73,250 charged on
a time and materials basis. During 2019, Deloitte gave Prudential management advice on remuneration, including advice on the new
Directors’ remuneration policy, as well as providing guidance on the demerger, the deployment of Workday, capital optimisation, digital
and technology, taxation, internal audit, real estate, global mobility and other financial, risk and regulatory matters. Remuneration advice
is provided by an entirely separate team within Deloitte. As set out in the table above, the Committee reviewed Deloitte’s appointment in
March 2019 and considered Deloitte to be independent. The Committee will conduct a competitive tender process for this appointment
during 2020.
In addition, management received external advice and data from a number of other providers. This included market data and legal
counsel. This advice, and these services, are not considered to be material.
The effectiveness of the Committee was reviewed as part of the annual Board evaluation, which confirmed that the Committee
continued to operate effectively during the year and no major areas requiring improvement or action points were highlighted. During the
year, the Company has acted in a manner that is consistent with the appropriate provisions of the UK Corporate Governance Code
regarding Directors’ remuneration.
Remuneration decisions taken in relation to the demerger
The M&G plc business demerged from the Group with effect from 21 October 2019. As disclosed last year, the Committee established
a set of principles to underpin decisions on remuneration relating to the demerger, including:
— Executives should not be advantaged or disadvantaged by the demerger; the value of outstanding awards and their key terms
(release dates, holding periods, malus and clawback provisions) should be unaffected;
— Where performance conditions need to be revised, the new conditions should be no more or less stretching than those originally
attached to the awards; and
— Where the Committee has applied discretion, this will be disclosed clearly.
These principles formed the basis for the treatment of outstanding share awards which was set out in the Shareholder Circular published
on 25 September 2019 and approved by shareholders at the October 2019 General Meeting. In summary, employees of Prudential plc
(including the Executive Directors of the Company) have:
— Received the demerger dividend through which the demerger was effected, on their outstanding deferred bonus and long-term
incentive awards in the form of additional Prudential plc shares. These will be released on the same timetable and to the same extent
as their original share awards. The Committee decided that it was appropriate that, wherever possible, executives should be
rewarded in the shares of the business which they continue to lead;
— Received the demerger dividend on the shares they hold outright through the all-employee UK SIP plan in the form of M&G plc
shares, in the same way as other shareholders; and
— Had no adjustment made to the Options they hold under the all-employee UK sharesave plan, in line with the rules laid out by the
UK tax authorities.
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Adjusting in-flight PLTIP performance conditions
The Committee decided that the financial targets for the 2017 and in-flight 2018 PLTIP awards should be adjusted to exclude the M&G
plc components of the Plan on which the targets were based, with effect from the date of the demerger, in order to appropriately account
for the period they are not part of the Group. The revised targets will be disclosed in the remuneration report for the year in which the
awards vest. The 2019 PLTIP award targets exclude M&G plc performance from the point of demerger.
As set out in the announcement of Prudential’s 2019 half-year results, post-demerger, the Hong Kong IA assumed the role of the
Group-wide supervisor for Prudential plc from the PRA. Prudential therefore ceased to be subject to Solvency II capital requirements
and will no longer calculate or disclose a Solvency II position after 30 June 2019. The Group will ultimately be subject to the Group-wide
Supervisory framework, which is currently under development by the Hong Kong IA. In the meantime, Prudential will apply and report
the Hong Kong IA’s local capital summation method (LCSM), which was calculated and reported for the first time at Half Year 2019.
LCSM was not calculated in previous Plans and therefore is not available to replace the Solvency II operating capital generation.
As an alternative, operating free surplus generation (OFSG) will replace Solvency II operating capital generation for in-flight awards.
While there are methodological differences between those two measures, OFSG is the closest proxy to LCSM that is available in the
Board approved 2018 – 2020 and 2019 – 2021 Plans and OFSG and LCSM are both prepared using the same underlying local statutory
capital positions.
Therefore the Committee agreed the Solvency II metric in the sustainability scorecard for in-flight PLTIP awards should be retained for
the period to 30 June 2019 and then, for the remainder of each performance period, be replaced with the OFSG measure. Performance
for these in-flight PLTIP awards will be assessed using a weighted average between Solvency II and OFSG achievement to reflect the
portion of the performance period for which each was in place.
No changes have been made to the TSR peer groups for outstanding awards held by Prudential plc staff. The TSR peer group for the
2019 PLTIP awards was developed in anticipation of the demerger to reflect the post-demerged business, with extensive input from
shareholders.
Demerger share calculation
The demerger of M&G plc from Prudential plc was accomplished through a dividend in specie (the ‘demerger dividend’); with
shareholders receiving one share in M&G plc for every share they hold in Prudential plc at the record time and date. The Committee
approved the approach to converting the demerger dividend into additional Prudential plc shares and ADRs for those with outstanding
awards at the date of the demerger. Prudential plc employees who held awards over Prudential shares or ADRs received the value of
the demerger dividend in the form of additional Prudential plc shares or ADRs respectively. These additional shares/ADRs are managed
in the same way as other dividend equivalents, that is they will vest on the same timetable and to the same extent as the original award.
The Committee considered a number of approaches for converting the demerger dividend into additional Prudential plc shares/ ADRs.
It decided to determine the number of additional Prudential plc shares/ADRs to be awarded as a dividend by dividing the average value
of M&G plc shares during the five trading days immediately after the demerger by the Prudential plc share price/ADR price over a
five-day period starting on the date on which the Prudential plc share and ADR prices reflected the removal of the M&G business.
For share plan participants with ADR denominated awards, the sterling to US dollar conversion was based on an exchange rate averaged
over five trading days immediately following the demerger.
TSR calculation
The Committee determined that the calculation of TSR for in-flight PLTIP awards should be adjusted to reflect the demerger of M&G plc.
This involved the application of an adjustment factor calculated in line with standard methodologies. No changes have been made to the
TSR peer groups for outstanding awards held by Prudential plc staff.
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CONTINUED
Table of 2019 Executive Director total remuneration (the ‘single figure’)
£000s
Michael Falcon1,2,3
Mark FitzPatrick
John Foley2,4
Nic Nicandrou2,3,5
James Turner3,6
Mike Wells
Total
2019
taxable
benefits*
2019
total
bonus†
2019
LTIP
releases‡
2019
pension
benefits§
2019
Other
payments¶
Total 2019
remuneration
the ‘single
figure’^
Total 2019
remuneration
the ‘single
figure’
in USD
($000)#
126
149
114
141
338
226
1,227
1,279
–
707
1,052
2,197
–
1,082
–
931
303
2,860
59
190
75
103
169
287
883
4,950
–
–
–
–
–
4,950
6,599
3,460
489
2,293
2,540
6,719
8,424
4,417
624
2,927
3,242
8,577
22,100
28,211
3,535
1,094
6,462
5,176
2019
salary
237
760
300
411
678
1,149
* Benefits include (where provided) the cost of providing the use of a car and driver, medical insurance, security arrangements, relocation/expatriate benefits and shares awarded due to
participation in the Share Incentive Plan (SIP).
† The total value of the bonus, comprising both the 60 per cent delivered in cash and 40 per cent bonus deferred into Prudential plc shares or ADRs for three years. The deferred part of the
bonus is subject to malus and clawback in accordance with the malus and clawback policies but no further conditions.
‡ In line with the regulations, the estimated value of the 2019 PLTIP releases for all Executive Directors excluding John Foley has been calculated based on the average share/ADR price
over the last three months of 2019 (£13.85/US$36.37) and includes the accumulated dividends delivered in the form of shares/ADRs. The Committee’s approach to determining the
level of vesting for this award is set out in the ‘Remuneration in respect of performance periods ending in 2019’ section. The number of Prudential plc shares/ADRs under award have
been adjusted in line with the approach set out in the section on ‘Remuneration decisions taken in relation to the demerger’. The actual value of vesting PLTIP awards, based on the share
price on the date awards are released, will be shown in the 2020 report. In line with the requirements under the UK Companies (Miscellaneous Reporting) Regulations 2018, it is estimated
that 6.2 per cent of the value of the 2019 LTIP releases is attributable to share price growth over the vesting period as awards were granted using a share/ADR price of £16.75/US$42.12
for all Executive Directors other than Mark FitzPatrick and £18.005 for Mark FitzPatrick in 2017. The Committee concluded that no discretion will be applied in determining the
remuneration resulting from the 2019 LTIP releases as a result of share price appreciation.
§ 2019 pension benefits include cash supplements for pension purposes and contributions into defined contribution schemes as outlined on page 151.
¶ The value of Mr Falcon’s buy-out award has been included in its entirety as it was granted without performance conditions during his period of Board service. The award vests in line
with the original vesting schedule with the final tranche vesting 30 days commencing on the date of release of Prudential plc’s results for 2020.
^ Each remuneration element is rounded to the nearest £1,000 and totals are the sum of these rounded figures. Total remuneration is calculated using the methodology prescribed
by Schedule 8 of Statutory Instrument 2013 No. 1981 - The Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013.
# Total 2019 remuneration has been converted to US dollars using the exchange rate of 1 GBP to USD 1.2765.
Notes
1 Michael Falcon was appointed to the Board on 7 January 2019 as Chairman and Chief Executive Officer, Jackson Holdings LLC.
2 Michael Falcon, Nic Nicandrou and John Foley stepped down from the Board on 16 May 2019. The remuneration above was paid in respect of their service as Executive Directors.
While salary and certain monthly paid benefits reflect what was actually delivered during the period, other benefits, bonus, LTIP releases and pension benefits are pro-rata for the
period. The 2019 LTIP release for Mr Nic Nicandrou has been pro-rated for 28.5 months of the LTIP’s 36 month performance period to reflect his time as an Executive Director during
the LTIP’s performance period.
3 Michael Falcon, Nic Nicandrou and James Turner are paid in their local currency and exchange rate fluctuations will therefore impact the reported sterling value.
4 John Foley stepped down from the Board on 16 May 2019. He subsequently left the Company on the demerger of M&G plc from Prudential plc on 21 October 2019. As an Executive
Director of Prudential plc during 2019 Mr Foley was eligible to receive a 2019 bonus award of up to 180% of salary. Since transferring to M&G plc it was agreed with M&G plc that
his 2019 bonus will be assessed and determined by the M&G plc Remuneration Committee and will be paid by M&G plc. No 2019 bonus award has been paid to Mr Foley by
Prudential plc.
Mr Foley’s 2017-2019 PLTIP award has been exchanged for an equivalent award over M&G plc shares. Under the terms of the Demerger Agreement this replacement award should
be of an equivalent value; with the same release schedule; subject to equivalent malus and clawback provisions and subject to performance conditions which are relevant to M&G plc
and which are no more or less onerous than those which originally applied.
The amount of any bonus payment (including any deferred component) to John Foley in respect of 2019 (including that awarded for performance and service during the
pre-demerger period) and the vesting of Mr Foley’s replacement 2017-2019 long-term incentive award are due to be disclosed by M&G plc and described in the M&G plc Directors’
remuneration report as set out in the M&G plc 2019 Annual Report. These details were not known by Prudential plc prior to the finalisation of this report.
5 To facilitate Nic Nicandrou’s relocation to Hong Kong, benefits include £95,000 to cover accommodation.
6 James Turner relocated to Hong Kong on 1 August 2019 and since has been paid in HK dollars; benefits include £160,000 to cover accommodation.
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Table of 2018 Executive Director total remuneration (the ‘single figure’)
Of which:
2018
salary
745
781
1,023
249
867
521
1,126
2018
taxable
benefits*
89
123
396
102
70
109
407
2018
total
bonus
1,241
1,186
1,692
–
4,935
793
2,133
Amount
deferred into
Prudential
shares†
Amount
paid in cash
2018
LTIP
releases‡
2018
pension
benefits§
Total 2018
remuneration
the ‘single
figure’¶
745
712
1,015
–
2,961
476
1,280
496
474
677
–
1,974
317
853
–
1,571
1,489
–
2,983
360
3,623
186
195
258
62
217
130
282
2,261
3,856
4,858
413
9,072
1,913
7,571
Total 2018
remuneration
the ‘single
figure’
in USD
($000)^
3,019
5,149
6,486
551
12,113
2,554
10,109
5,312
1,296
11,980
7,189
4,791
10,026
1,330
29,944
39,981
£000s
Mark FitzPatrick
John Foley
Nic Nicandrou1,6
Anne Richards2
Barry Stowe3,6
James Turner4
Mike Wells5
Total
* Benefits include (where provided) the cost of providing the use of a car and driver, medical insurance, security arrangements and relocation/expatriate benefits.
† The deferred part of the bonus is subject to malus and clawback in accordance with the malus and clawback policies, but no further conditions.
‡ In line with the regulations, the estimated value of 2018 LTIP releases has been recalculated based on the actual share/ADR price on the date awards were released, being £15.61
for the April release. The restated value of those awards released in June also reflects dividends paid on those awards in June. In line with the requirements under the UK Companies
(Miscellaneous Reporting) Regulations 2018,16.8 per cent of the value of the 2018 LTIP releases is attributable to share price growth over the vesting period as awards were granted
using a share/ADR price of £12.99/US$37.29 in 2016. The Committee concluded that no discretion will be applied in determining the remuneration resulting from the 2018 LTIP releases
as a result of share price appreciation.
§ 2018 pension benefits include cash supplements for pension purposes and contributions into Defined Contribution (DC) schemes.
¶ Each remuneration element is rounded to the nearest £1,000 and totals are the sum of these rounded figures. Total remuneration is calculated using the methodology prescribed
by Schedule 8 of Statutory Instrument 2013 No. 1981 - The Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013.
^ Total 2018 remuneration has been converted to US dollars using the exchange rate of 1 GBP to USD 1.3352.
Notes
1 To facilitate Nic Nicandrou’s relocation to Hong Kong, Nic’s benefits include £267,000 to cover accommodation.
2 Anne Richards stepped down from the Board on 10 August 2018. The remuneration above was paid in respect of her service as an Executive Director.
3
Barry Stowe retired from the Board on 31 December 2018.
4 James Turner was appointed to the Board on 1 March 2018.
5 To facilitate his appointment as Group Chief Executive and move to the UK in 2015, Mike Wells’s benefits include £311,000 to cover mortgage interest, which ceased effective
30 November 2018.
6 Barry Stowe and Nic Nicandrou are paid in their local currency and exchange rate fluctuations will therefore impact the reported sterling value.
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CONTINUED
Remuneration in respect of performance in 2019
Base salary
Executive Directors’ salaries were reviewed in 2018 with changes effective from 1 January 2019. When the Committee took these
decisions it considered:
— The salary increase budgets for other employees, which vary across our business units, reflecting local market conditions;
— The performance and experience of each Executive Director;
— The relative size of each Executive Director’s role; and
— The performance of the Group.
As reported last year, after careful consideration by the Committee, all Executive Directors received a salary increase of 2 per cent.
The 2019 salary increase budgets for other employees across our business units were between 2 per cent and 5.5 per cent.
To provide context for the market review, information was also drawn from the following market reference points:
Executive
Role
Mark FitzPatrick
Group Chief Financial Officer and Chief Operating Officer
Michael Falcon1,2
Chairman and CEO, Jackson Holdings
John Foley2
Chief Executive, M&GPrudential
Nic Nicandrou2
Chief Executive, Prudential Corporation Asia
James Turner3
Group Chief Risk and Compliance Officer
Mike Wells
Group Chief Executive
Benchmark(s) used to assess remuneration
— FTSE 40
— International insurance companies
— Willis Towers Watson US Financial
Services Survey
— LOMA US Insurance Survey
— FTSE 40
— International insurance companies
— Willis Towers Watson Asian
Insurance Survey
— FTSE 40
— FTSE 50 insurers
— FTSE 40
— International insurance companies
Notes
1 Michael Falcon was appointed to the Board on 7 January 2019 as Chairman and CEO, Jackson Holdings LLC. His salary was reviewed on appointment.
2 Michael Falcon, Nic Nicandrou and John Foley stepped down from the Board on 16 May 2019.
3 James Turner relocated to Hong Kong on 1 August 2019. His remuneration was reviewed in light of his relocation.
In July 2019, the Group Chief Risk Officer became additionally responsible for the Group Compliance function and in August 2019,
Mr Turner relocated to Hong Kong to support our dialogue with the Hong Kong IA. The Company supported Mr Turner’s relocation and,
in order to recognise the expansion of his role and his development since joining the Board, the Committee determined an uplift in base
salary of 9 per cent and an increased maximum bonus incentive opportunity from 160 per cent to 175 per cent of base salary were
appropriate. No other changes were made during the year to Executive Directors’ maximum opportunities under either the annual
incentive or the long-term incentive plans.
As a result, Executive Directors received the following salary increases:
Executive Director
Michael Falcon1
Mark FitzPatrick
John Foley1
Nic Nicandrou1
James Turner2
Mike Wells
2018 salary
2019 salary
N/A
£745,000
£781,000
$800,000
£760,000
£797,000
HK$10,710,000 HK$10,930,000
£625,000 HK$7,330,000
£1,149,000
£1,126,000
Notes
1 Michael Falcon, John Foley and Nic Nicandrou stepped down from the Board on 16 May 2019. The annualised 2019 salaries above were paid in respect of their service as Executive
Directors and pro-rated for the portion of the year for which they were Executive Directors.
2 James Turner was appointed to the Board on 1 March 2018. The 2018 annualised salary above was paid in respect of his service as Group Chief Risk Officer. Mr Turner’s salary
as at 1 January 2019 was £638,000. He relocated to Hong Kong on 1 August 2019 and his new annualised 2019 salary was paid in Hong Kong dollars. This was an annual base salary
of HK$7,330,000.
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Pension benefit entitlements
Pension benefit arrangements in 2019 are set out in the table below. The proposed arrangements for 2020 are described
in the ‘Statement of implementation in 2020’ and in the ‘New Directors’ remuneration policy’ sections.
Executive Director
2019 pension benefit
Pension supplement of 25 per cent of salary, part of which
is paid as a contribution to an approved US retirement plan.
Pension supplement in lieu of pension of 25 per cent of salary
and a HK$18,000 employer payment to the Hong Kong
Mandatory Provident Fund.
Life assurance provision
Two times salary
Eight times salary
Michael Falcon
Nic Nicandrou
James Turner
For the period 1 January 2019 to 31 July 2019: pension
contribution to defined contribution plan and/or pension
supplement in lieu of pension of 25 per cent of salary.
For the period 1 January 2019 to 31 July
2019: up to four times salary plus a
dependants’ pension
For the period 1 August 2019 to 31 December 2019: pension
supplement in lieu of pension of 25 per cent of salary and a
HK$18,000 employer payment to the Hong Kong Mandatory
Provident Fund.
For the period 1 August 2019 to
31 December 2019: eight times salary
UK-based executives
Pension contribution to defined contribution plan and/or
pension supplement in lieu of pension of 25 per cent of salary.
Up to four times salary plus a dependants’
pension
John Foley previously participated in a non-contributory defined benefit scheme that was open at the time he joined the Company.
The scheme provided an accrual of 1/60th of final pensionable earnings for each year of pensionable service. John received pension
payments of £16,061 per annum which increased to £16,462 per annum from 1 April 2019, in line with the Consumer Prices Index.
The pension will continue to be subject to statutory increases in line with the Consumer Prices Index. Mr Foley left the Company
on the demerger of M&G plc from Prudential plc on 21 October 2019.
Annual bonus outcomes for 2019
Target setting
For the financial AIP metrics which comprise 80 per cent of the bonus opportunity for all Executive Directors apart from the Group Chief
Risk and Compliance Officer, the performance ranges are set by the Committee prior to, or at the beginning of, the performance period.
These ranges are based on the annual business plans approved by the Board and reflect the ambitions of the Group and business units,
in the context of anticipated market conditions. The financial element of Executive Directors’ 2019 bonuses was determined by the
achievement of four Group measures, namely adjusted operating profit, operating free surplus generation, EEV new business profit and
cash flow, which are aligned to the Group’s growth and cash generation focus. The financial element of 2019 bonus award for the Chief
Executive, Prudential Corporation Asia is similarly determined by business unit measures in addition to Group measures. The targets set
assumed 10 months of M&G plc performance up to the date of demerger.
Personal objectives comprise 20 per cent of the bonus opportunity for all Executive Directors apart from the Group Chief Risk and
Compliance Officer, for whom this accounts for 50 per cent of the total bonus opportunity. These objectives are established at the start of
the year and reflect the Company’s Strategic Priorities set by the Board. Functional objectives account for the remaining 50 per cent of the
Group Chief Risk and Compliance Officer’s bonus opportunity. These are based on the Group Risk Plan and are developed with input
from the Chairman of the Group Risk Committee.
AIP payments are subject to meeting minimum capital thresholds which are aligned to the Group and business unit risk framework and
appetites (as adjusted for any Group Risk Committee and/or business unit risk committees approved counter-cyclical buffers).
The Committee seeks advice from the Group Risk Committee on risk management considerations to inform decisions about
remuneration architecture and performance measures to ensure that risk management, culture and conduct are appropriately reflected
in the design and operation of Executive Directors’ remuneration.
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ANNUAL REPORT ON REMUNERATION
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Performance assessment
The Committee determines the overall value of the bonus, taking account of the inputs described above and any other factors which
it considers relevant. The table below illustrates the weighting of performance measures for 2019 and the level of achievement under
the AIP:
Executive Director
Michael Falcon2,3
Mark FitzPatrick
Nic Nicandrou2
James Turner4
Mike Wells
Weighting of measures
(% of total bonus opportunity)
Achievement against
performance measures
Group
financial
measures
Business unit
financial
measures
Personal /
functional
objectives
Financial
measures
Personal /
functional
objectives
2019 AIP
outcome1,5
(% of total bonus
opportunity)
80%
80%
20%
–
80%
–
–
60%
–
–
20%
20%
20%
100%
20%
96%
96%
96%
N/A
96%
91%
95%
97%
93%
92%
95%
96%
97%
93%
96%
Notes
1 All bonus awards are subject to 40 per cent deferral for three years and the deferred bonus will be paid in Prudential plc shares or ADRs.
2 Michael Falcon and Nic Nicandrou stepped down from the Board on 16 May 2019. The bonus awards illustrated in the table above are in relation to their Board service only.
3 Michael Falcon is also eligible to receive 10 per cent of the Jackson bonus pool for 2019.
4 James Turner’s maximum bonus opportunity increased from 160 per cent of salary to 175 per cent of salary on 1 August 2019.
5 John Foley stepped down from the Board on 16 May 2019. He subsequently left the Company on the demerger of M&G plc from Prudential plc on 21 October 2019. As an Executive
Director of Prudential plc during 2019, Mr Foley was eligible to receive a 2019 bonus award of up to 180 per cent of salary. Since transferring to M&G plc it was agreed with M&G plc
that his 2019 bonus will be assessed and determined by the M&G plc Remuneration Committee and will be paid by M&G plc. No 2019 bonus award has been paid to Mr Foley by
Prudential plc.
Financial performance
The Committee reviewed performance against the performance ranges at its meeting in February 2020. Group adjusted operating profit
was approaching the stretch targets. Group free surplus generation exceeded the stretching targets established by the Board. All of our
business units achieved target remittance levels, which were 3 per cent higher than 2018 for our continuing operations, enabling us to
maintain significant cash stock at the centre, after dividends, corporate costs, demerger effects and investing in profitable opportunities
within the business units. The business unit remittances contributed to Group cashflow, which approached the stretch target level.
Group EEV new business profit was 6 per cent lower than prior year on a constant exchange rate basis. This reflected the significant
reduction in interest rates during the year and the challenging trading environment in Hong Kong in the second half of the year as a direct
result of political unrest in the region. Excluding Hong Kong, Asia new business profit was 29 per cent above prior year and given the
strong performance of NBP absent the Hong Kong protests, the Committee considered it appropriate to adjust the EEV new business
profit target to reflect the reduction in Hong Kong sales driven by the protests, which was considered to be outside of management’s
control. Allowing for this adjustment, Group EEV new business profit was between target and stretch target.
The Committee considered a report from the Group Chief Risk and Compliance Officer which had been approved by the Group Risk
Committee. This report confirmed that the 2019 results were achieved within the Group’s and business units’ risk framework and
appetite. The Group Chief Risk and Compliance Officer also considered the effectiveness of risk management and internal controls,
and specific actions taken to mitigate risks, particularly where these may be at the expense of profits or sales. The report also confirmed
that the Group met minimum capital thresholds which were aligned to the Group and business unit risk framework and appetites.
The Committee took into account this advice when determining AIP outcomes for Executive Directors.
The level of performance required for threshold, plan and maximum payment against the Group’s 2019 AIP financial measures and the
results achieved are set out below:
2019 AIP measure
Group adjusted operating profit
Group operating free surplus generated
Group cash flow
Group EEV new business profit
Weighting
Threshold
($m)
Target
($m)
Stretch target
($m)
Achievement
($m)
35%
30%
20%
15%
5,491
4,269
(375)
4,388
5,936
4,493
(118)
4,619
6,381
4,718
53
4,850
6,360
4,794
(7)
4,713
The Committee had regard to the achievement against the performance measures and the Group Chief Risk and Compliance Officer’s
report and decided to apply a discretionary adjustment to the arithmetic outcome under the financial element of the 2019 bonus as
discussed above. The impact of this adjustment was an increase in bonus awards of approximately 9.8 per cent for the Group Chief
Executive and Group Chief Financial Officer and Chief Operating Officer. The Board believes that, due to the commercial sensitivity
of the business unit targets, disclosing further details of these targets may damage the competitive position of the Group.
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Personal performance
As set out in our Directors’ remuneration policy, a proportion of the annual bonus for each Executive Director is based on the
achievement of personal objectives including:
— The executive meeting their individual conduct and customer measures;
— The executive’s contribution to Group strategy as a member of the Board; and
— Specific goals related to the function for which they are responsible and progress on major projects including the demerger.
For 2019, the Committee decided that, in addition to personal objectives for which they were each accountable, the Executive Directors
should be given shared objectives relating to the demerger in light of the importance this had for the Group.
At the end of the year, the Committee considered the performance of all executives eligible for a Prudential plc bonus in respect of their
2019 Board service against objectives established at the start of the year. At its meeting in February 2020, it concluded that there had
been a high level of performance against these 2019 objectives. All executives met their individual conduct measures and each Executive
Director made a significant contribution to the achievement of Group strategy during 2019.
The below summarises performance against the shared and individual personal objectives for the current Executive Directors:
Key shared 2019 objectives for Executive Directors
Achievement
Oversee the maintenance of appropriate
financial resilience, within a set framework,
across Group pre and post the planned
demerger of M&G plc.
— Successfully managed the Group’s credit rating agency relationship through the
demerger with unchanged ratings, maintaining a resilient balance sheet with a robust
shareholder LCSM ratio over Group minimum capital requirement of 309 per cent at
31 December 2019 supported by our conservative approach to risk management and,
in particular, to credit risk, through the transition from the PRA to the Hong Kong IA.
Proactively engage with the Hong Kong
IA to embed the new risk and capital
frameworks, supporting the Hong Kong
IA in assuming the role of Group-wide
supervisor.
Refresh Group Strategy post the demerger.
Redevelop and embed the revised
approach to Group capital allocation,
which integrates risk-based decisions and
funding with Group risk appetite and
corporate strategy.
— Significant personal and team engagement in ascertaining, embedding and activating
the new risk and capital framework.
— Announced and executed on a clear allocation of future capital resources towards Asia.
Made a decision to require Jackson to explore reinsurance and third-party financing for
the execution of its future bolt on acquisitions above its internal capacity for capital
generation;
— Maintained a financial strength rating in the AA- range. This rating derives, in part,
from the high level of financial flexibility that we have to issue debt and equity
instruments; and
— Determined and communicated high and resilient RoE and cash generation from the
Asian business model.
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Mark FitzPatrick
2019 key objectives
Achievement
Execute on all necessary steps to support
the demerger of M&G plc from Prudential
at the earliest opportunity.
— Took day-to-day execution and management responsibility for the management
of the demerger process, in particular designing and executing the process to achieve
the required approvals of bond holders, shareholders and regulators.
Build and development of a new Group
Treasury function and the material
progression of IFRS 17 implementation in a
way that aligns to the broader Group
strategy and operating model.
Lead Group Strategy formulation and
execution ensuring opportunities to evolve
the business continue to be explored.
— Recruited a new Group Treasurer and the established an effective Treasury team;
— Integrated the Treasury team in the existing Group Finance structures; and
— Directed the implementation of IFRS 17, overseeing the design, resourcing of central
functions and business unit specifications for consistent implementation into the
Group’s accounting functions groupwide. Sponsored the team to select and manage
mobilisation of global implementation partner and system vendors.
— Led the strategic plan design and process from which was drawn the revised equity
story to be used in the demerger documentation.
Recognising Mr FitzPatrick’s very strong performance against both his individual and shared personal objectives during 2019,
the Committee judged that 19 per cent of a maximum of 20 per cent attributable to personal objectives was appropriate.
James Turner
2019 key objectives
Achievement
Act as a trusted adviser and partner to the
Group Chief Executive and members of the
Board/Group Executive Committee.
Drive the operation of the Risk and
Compliance team as a Group-wide
function promoting the collaboration of the
teams across location.
— Ensured that key Board decisions in relation to the demerger were supported by clear
and concise Risk opinions. These included consideration of external and internal
financial and non-financial risks and scenarios relevant to the demerger timeline and
readiness decisions, and contributed to the completion of the demerger of M&G plc
on 21 October 2019; and
— Assessed the risk management considerations to support the Group’s early adoption
of the NAIC regulatory framework in Q4 2019.
— Steered the operation of the combined Risk and Compliance functions, having taken
additional responsibility for Group Compliance in July 2019.
— Initiated significant operational and structural changes to align the newly formed
Group-wide function more closely with the lead regulator and operational businesses
in Asia and US; and
— Directly supported re-alignment of the function with key operational businesses
and the lead regulator with personal relocation to Hong Kong in August 2019.
Lead strategic communications between
Prudential and key regulators and oversee
the internal regulatory communication
policy to ensure that responses are
appropriate, complete and timely.
— Positive and proactive engagement with both the PRA and Hong Kong IA ensuring
our commitment of timely information flow to both Regulators was met and to support
the successful handover of regulatory responsibilities on 21 October 2019;
— Concluded discussions to confirm Hong Kong IA regulatory requirements in advance
of the demerger;
— Throughout 2019, led frequent and productive interaction with the Hong Kong IA
and industry peers to support the drafting of Group-wide Supervisory standards
which are expected to apply from the second half of 2020; and
— Actively engaged with the Hong Kong IA and the Inaugural Regulatory College in
October 2019, providing insight into the Prudential Group strategy, operations and
risk and compliance frameworks to support the successful and complete transition
of Group Regulator responsibilities by 21 October 2019.
Recognising Mr Turner’s very strong performance against both his individual and shared personal objectives during 2019,
the Committee judged that 47 per cent of a maximum of 50 per cent attributable to personal objectives was appropriate.
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Mike Wells
2019 key objectives
Achievement
Demonstrate personal leadership which
effectively mobilises, secures and directs
the team delivering the demerger of
M&G plc from Prudential plc.
— Took overall responsibility for the management of the demerger process, in particular
gaining the required approvals of senior stakeholders. At the same time, conducted
and continued significant relationship building for the PCA and Jackson businesses
while focusing business unit leadership on operational delivery.
Develop the capability and effectiveness
of the Group, ensuring that the culture
fosters delivery, positive internal and
external relationships and co-operation
across the Group.
Develop plans to determine the Group’s
exposure to climate-related risks and
opportunities, and Group’s actions as a
consequence and implement actions to
increase connectivity between the Group
and business units, including revisions
to operating models.
— Committed significant time and leadership resource to the extensive roadshow
marketing of the demerger process; and
— Engaged employees through personal appearances and through the use of video
and social media to support the demerger, communicating changes and addressing
employees’ questions and concerns.
— Enhanced membership of the Environmental, Social and Governance (ESG) Executive
Committee to increase business unit representation;
— Created a roadmap for the implementation of the recommendations of the Task Force
on Climate-Related Financial Disclosures; and
— Enhanced access to ESG and climate risk data sources across the Group to support
carbon footprinting work and initiated work on the stress-testing of the investment
book against different climate change scenarios.
Recognising Mr Wells’s very strong performance against both his individual and shared personal objectives during 2019, the
Committee judged that 18 per cent of a maximum of 20 per cent attributable to personal objectives was appropriate.
Functional performance
The Group Chief Executive and the Chair of the Group Risk Committee undertakes the assessment of performance against functional
objectives for the Group Chief Risk and Compliance Officer. 2019 achievement is summarised below:
Summary of 2019 functional objectives
Achievement
Define and provide oversight of the
Group’s adherence to the framework of the
Group-wide risk and compliance policies,
risk appetite and limits during 2019 and
ensuring oversight responsibilities across
the Group and business units, in accordance
with internal and regulatory requirements.
Establish strong Risk and Compliance
capabilities across both in co-ordination
with the M&G CRO and the M&G
Compliance Director.
Deliver regulatory requirements, including
those required under Solvency II until the
point of demerger and the Hong Kong IA
regulatory letter requirements thereafter.
— Led discussions resulting in Board approval of revised Group Risk Appetite Framework,
including incorporating revisions to regulatory capital requirements and a clear focus
on non-financial risks;
— Successfully revised the defined system of policies, risk appetite and limits to reflect
the new regulatory environment of the Group from the point of demerger and led the
embedding of this across the Group;
— Provided key insights and analysis of emerging issues both in relation to the demerger
and to broader business operations;
— Ensured two strong Risk and Compliance functions within Prudential and M&G in
advance of demerger by overseeing the reallocation of resources, including people
and technology and the build and revision of key risk framework elements for both
businesses in advance of demerger; and
— Delivered an extensive set of regulatory requirements under Solvency II until the point
of demerger and under the Hong Kong IA regulatory letter from 21 October 2019 with
increased frequency (for example to the Group’s Own Risk and Solvency Assessment)
and significant changes (for example in terms of capital disclosures) as a result of
the demerger.
In recognition of James Turner’s very strong performance against his functional objectives during 2019, the Committee judged that
46 per cent of a maximum of 50 per cent attributable to functional objectives was appropriate.
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The below summarises performance against the personal objectives for the Executive Directors who retired from the Board during the
year and who remain employed by the Group:
Michael Falcon
Key objectives
Prioritise the success of the
demerger of M&G plc from
Prudential plc and support Group
activities and synergy actions for
the post-demerger environment.
Develop the capability and
effectiveness of the Jackson team,
ensuring that the culture fosters
delivery, positive internal and
external relationships and
cooperation across the Group
and develop and implement
(as appropriate) opportunities
to optimise Jackson’s capital
deployment.
Achievement
— Committed significant time and leadership resource to the extensive roadshow marketing
of the demerger process.
— Refreshed leadership of Jackson in distribution and commercial areas to position for the
retirement markets. Enhanced quality and frequency of Group-wide co-ordination for
example, with Group Strategy and IT outsourcing;
— Delivered organic diversification by driving product and additional distribution initiatives
to support Jackson’s intent to better balance the overall risk profile, and to provide a higher
absolute level of capital thereby optimising Jackson’s capital deployment;
— Determined and commenced programme from August 2019 of seeking inorganic opportunities
with reinsurance and third-party financing, to deliver enhanced value to shareholders, taking into
account the interests of customers, regulators, rating agencies and capital providers;
— Expanded advisory distribution footprint with Morgan Stanley, DPL Financial Partners,
TD Ameritrade and RetireOne;
— Awarded ‘Contact Center World Class CX Certification’ and ‘Highest Customer Service for the
Financial Industry’ awards by The Service Quality Measurement Group, Inc.; and
— Actively engaged with FinTech partners including Envestnet, MoneyGuidePro and eMoney.
Recognising Mr Falcon’s very strong performance against both his individual and shared personal objectives during the year to
16 May 2019, the Committee judged that 18 per cent of a maximum of 20 per cent attributable to personal objectives was appropriate.
Nic Nicandrou
Key objectives
Prioritise the success of the
demerger of M&G plc from
Prudential plc and support Group
activities and synergy actions for
the post-demerger environment.
Build, deploy and leverage
digital enablers for customer
proposition, operational
efficiency and distribution and
evolve the business operating
model, improve ways of working
and deepen capabilities of
strategic importance.
Achievement
— Committed significant time and leadership resource to the extensive roadshow marketing
of the demerger process.
— Commenced execution of Prudential Corporation Asia -wide digital strategy as part of the
drive for high quality earnings and management of operating leverage through removal of
duplication and modernisation of operating structures;
— Launched ‘Pulse by Prudential’ Health Ecosystem, an all-in-one digital app, and entered into
a new strategic partnership with OVO, the largest digital payment platform in Indonesia and
commenced the roll-out of this programme over the Prudential Corporation Asia businesses;
— Through our Health Ecosystem, collaborated with various partners to offer users a wide range
of affordable and easy-to-access value-added services such as health assessments, risk factor
identification, triage, telemedicine, wellness and digital payment;
— Built on our distribution channels by renewing our regional strategic bancassurance alliance
with UOB, entering into an exclusive bancassurance partnership with SeABank and by
acquiring a majority stake in Thanachart Fund Management Co., Ltd;
— Conducted extensive business renewal of products and the expansion of distribution channels
in Indonesia and Hong Kong as well as built execution plans for the fast-growing SME segment;
— Continued to expand our presence in China across both the insurance and asset management
sectors, establishing a new branch in Shaanxi, our twentieth province launching our first fund
offerings in China;
— 83 per cent of all new business was submitted through e-point-of-sale technology in 2019,
representing an increase of 11 percentage points year-on-year; and
— Enhanced our growing scale in Africa by acquiring a majority stake in a leading life insurer
operating in Cameroon, Côte d’Ivoire and Togo.
Recognising Mr Nicandrou’s very strong performance against both his individual and shared personal objectives during the year to
16 May 2019, the Committee judged that 19 per cent of a maximum of 20 per cent attributable to personal objectives was appropriate.
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2019 Jackson bonus pool
In 2019, the Jackson bonus pool was determined by Jackson National Life Insurance Company’s profitability, remittances to Group and
advisory sales. Financial performance in the period reflects the impact of strong equity markets, lower interest rates, and a more diverse
product mix. Further detail on this performance is set out on pages 28 to 33. The Committee also considered performance in a number of
key activities and the delivery against certain non-financial Group requirements. As a result of this assessment, the Committee
determined that Michael Falcon’s share of the bonus pool for his service on the Board was $1,282,000. Forty per cent of this award
is deferred into shares for three years.
2019 bonus awards
The Committee determined the following 2019 AIP awards on the basis of the performance of the Group and its business units and its
consideration of the total bonus value in light of its view of all relevant circumstances, including:
— The successful completion of the demerger of M&G plc from the Group;
— The overall contribution of the executive; and
— Behavioural, conduct and risk management considerations.
40 per cent of all awards are deferred into shares for three years:
Executive Director
Role
Michael Falcon2,3
Mark FitzPatrick
Chairman and CEO, Jackson Holdings
Group Chief Financial Officer and Chief
Operating Officer
Nic Nicandrou2
James Turner4
Chief Executive, Prudential Corporation Asia
Group Chief Risk and Compliance Officer
Mike Wells
Group Chief Executive
2019 salary1
$302,000
£760,000
HK$4,113,000
£372,000/
HK$3,054,000
£1,149,000
Maximum
2019 AIP
(% of salary)
Actual 2019
AIP award
(% of maximum
opportunity)
2019 bonus award
(including cash and
deferred elements)
100%
175%
180%
160%/
175%
200%
95%
96%
96%
93%
96%
£1,227,000
£1,279,000
£707,000
£1,052,000
£2,197,000
Notes
1 Salary paid in respect of services as an Executive Director.
2 Michael Falcon and Nic Nicandrou stepped down from the Board on 16 May 2019. The maximum bonus opportunities shown represent their annual opportunity as an Executive
3
Director. The 2019 bonus awards shown are in respect of their service as Executive Directors.
In addition to the AIP, Michael Falcon also participates in the Jackson bonus pool. The figure reflects both payments. 40 per cent of both the AIP and Jackson bonus award pool
amounts is deferred.
4 The salary amounts shown above were actually delivered to Mr Turner for the portion of the year he was in the UK and the portion of the year he was in Hong Kong. Mr Turner’s
maximum bonus opportunity increased from 160 per cent of salary to 175 per cent of salary on 1 August 2019 on his relocation to Hong Kong. The 2019 bonus award was pro-rated
to reflect the portion of the year he was in the UK and the portion of the year he was in Hong Kong.
5 John Foley stepped down from the Board on 16 May 2019. He subsequently left the Company on the demerger of M&G plc from Prudential plc on 21 October 2019. As an Executive
Director of Prudential plc during 2019, Mr Foley was eligible to receive a 2019 bonus award of up to 180 per cent of salary. Since transferring to M&G plc it was agreed with M&G plc
that Mr Foley’s 2019 bonus will be assessed and determined by the M&G plc Remuneration Committee and will be paid by M&G plc. No 2019 bonus award has been paid to Mr Foley
by Prudential plc.
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CONTINUED
Remuneration in respect of performance periods ending in 2019
Prudential Long Term Incentive Plan (PLTIP)
Target setting
Our long-term incentive plans have stretching performance conditions that are aligned to the strategic priorities of the Group. In 2017,
all Executive Directors were granted awards under the PLTIP. In determining the financial targets the Committee had regard to the
stretching nature of the three-year Business Plan for adjusted operating profit and capital positions as set by the Board. Further, in setting
the conduct and diversity targets under the sustainability scorecard, the Committee considered input from Group-wide Internal Audit
and the Group Chief Risk and Compliance Officer on conduct risk for the conduct measure and had regard to the Company’s
commitment under the Women in Finance Charter for the diversity measure.
The weightings of the measures are detailed in the table below:
Executive Director1
Mark FitzPatrick
Nic Nicandrou8
James Turner9
Mike Wells
Adjusted
operating
profit
(Group or
business unit)3
Weighting of measures
Sustainability Scorecard
Solvency II
operating
capital
generation4
ECap
operating
capital
generation5
Conduct6
Diversity7
50%
50%
50%
50%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
6.25%
Group TSR2
25%
25%
25%
25%
Notes
1 This table includes Executive Directors who served on the Board during 2019 with 2017 PLTIP awards. Nic Nicandrou and John Foley stepped down from the Board on 16 May 2019
and John Foley subsequently left the Company on the demerger of M&G plc from Prudential plc on 21 October 2019. Mr Foley’s 2017 PLTIP award was exchanged for an equivalent
award of M&G plc shares. The M&G plc Remuneration Committee is responsible for determining, approving and settling the release of the 2017 long-term incentive award to Mr Foley.
2 Group TSR is measured on a ranked basis over three years relative to peers.
3 Adjusted operating profit is measured on a cumulative basis over three years.
4 Solvency II operating capital generation is cumulative three-year Solvency II Group operating capital generation. As set out in the ‘Remuneration decisions taken in relation to the
demerger’ section, Solvency II operating capital generation was replaced with Group free surplus generation from 1 July 2019.
5 This is cumulative three-year ECap Group operating capital generation, less cost of capital (based on the capital position at the start of the performance period).
6 Conduct is assessed through appropriate management action, ensuring there are no significant conduct/culture/governance issues that could result in significant capital add-ons
or material fines.
7 Diversity is measured as the percentage of the Leadership Team that is female at the end of 2019. The target for this metric has been based on progress towards the goal that the
Company set when it signed the Women in Finance Charter, where 30 per cent of our Leadership Team should be female by the end of 2021.
8 Nic Nicandrou was granted this award when he was in the role of Chief Financial Officer. The performance measures attached to his PLTIP award did not change following his
appointment to the role of Chief Executive, Prudential Corporation Asia in 2017.
9 James Turner was granted this award when he was in his previous role of Director of Group Finance.
As discussed in the section on ‘Remuneration decisions taken in relation to the demerger’, the Committee adjusted the performance
conditions attached to the 2017 PLTIP awards in order to take account of the demerger, ensuring that the revised performance conditions
are no more or less stretching than those originally attached to the awards. The performance assessment provided overleaf is based on
these adjusted targets.
Under the Group TSR measure used for 2017 PLTIP awards, 25 per cent of the award vests for TSR at the median of the peer group
increasing to full vesting for performance within the upper quartile. TSR is measured on a local currency basis since this has the benefit of
simplicity and directness of comparison. No adjustments to the peer group has been made for the demerger. The peer group for the 2017
awards is set out below:
Aegon
Aviva
Manulife
Standard Life
AIA
AXA
MetLife
Sun Life Financial
AIG
Generali
Old Mutual
Zurich Insurance Group
Allianz
Legal & General
Prudential Financial
Following the merger of Standard Life and Aberdeen Asset Management during the three-year performance period, the Committee
determined that Standard Life would be retained in the peer group for the pre-merger period and the combined entity would be included
in the peer group from the date of the merger for all outstanding PLTIP awards. In addition, following the demerger of Quilter from Old
Mutual and Old Mutual’s delisting from the FTSE on 26 June 2018, the Committee determined that Old Mutual be retained as a TSR peer
with no adjustment to its performance during the period prior to its demerger and delisting, and that Old Mutual’s TSR performance from
the date of its demerger and delisting would track an index of the peers (excluding Prudential plc) for all outstanding PLTIP awards.
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Performance assessment
In deciding the proportion of the awards to be released, the Committee considered actual financial results against performance targets.
The Committee also reviewed underlying Company performance to ensure vesting levels were appropriate, including an assessment of
whether results were achieved within the Group’s and business units’ risk framework and appetite. The Directors’ remuneration policy
contains further details of the design of Prudential’s long-term incentive plans.
Group adjusted operating profit performance
Under the adjusted operating profit measure, 25 per cent of the 2017 awards vest for meeting the threshold adjusted operating profit
target set at the start of the performance period, increasing to full vesting for performance at or above the stretch level. The table below
illustrates the cumulative performance achieved over 2017 to 2019 compared to the adjusted Group targets which exclude M&G plc from
the point of demerger:
Group
Adjusted operating profit
2017-19 adjusted cumulative targets
Threshold
Plan
Maximum
2017-19
cumulative
achievement
Vesting under
the adjusted
operating
profit element
$15,063m
$16,737m
$18,411m
$19,021m
100%
The Committee determined that the cumulative adjusted operating profit target established for the PLTIP should be expressed using
exchange rates consistent with the reported disclosures. Individual business units achieved between 86 per cent and 100 per cent
vesting under this element. Details of business unit adjusted operating profit targets have not been disclosed as the Committee considers
that these are commercially sensitive and disclosure of targets at such a granular level would put the Company at a disadvantage
compared to its competitors.
TSR performance
Prudential’s TSR performance during the performance period (1 January 2017 to 31 December 2019) was ranked below median of the
peer group. The portion of the awards related to TSR will therefore lapse.
Sustainability scorecard performance
Capital measure – Group Solvency II operating capital generation/Group operating free surplus generation
The vesting profile for the Group Solvency II operating capital generation and Group operating free surplus generation measure is binary,
awarding full vesting for achieving plan and no vesting for any level of performance below plan. The weighted average of the adjusted
Group Solvency II operating capital generation from 1 January 2017 to 30 June 2019 (target $7.4bn) and the Group operating free surplus
generation from 1 July 2019 to 31 December 2019 (target $2.2 bn), which excludes M&G plc performance from the point of demerger,
was in excess of the cumulative target and therefore generated 100 per cent vesting on this element.
Capital measure – Group ECap operating capital generation
The vesting profile for the Group ECap operating capital generation measure is binary, awarding full vesting for achieving plan and no
vesting for any level of performance below plan. The adjusted cumulative Group ECap operating capital generation was below the target
of $8.5bn (which excludes M&G plc from the point of demerger) and therefore generated a zero per cent vesting outcome on this
element of the PLTIP.
Details of cumulative achievement under the capital measures have not been disclosed as the Committee considers that these are
commercially sensitive and would put the Company at a disadvantage compared to its competitors. The Committee will keep this
disclosure policy under review based on whether, in its view, disclosure would compromise the Company’s competitive position.
Conduct assessment
The vesting profile of this element is binary with full vesting being awarded where there are no significant conduct/culture/governance
issues that result in significant capital add-ons or material fines. On 30 September 2019, the FCA fined M&G plc £23,875,000 for failures
related to the non-advised sale of annuities between July 2008 and September 2017. Since this occurred before the demerger of M&G
plc from the Group, the Committee determined that the portion of the 2017 PLTIP awards related to conduct held by Group Executive
Directors should lapse.
Diversity assessment
On 31 December 2019, 28 per cent of our Leadership Team was female. Since this was above the 27 per cent level required for full
vesting, the portion of the awards related to diversity that therefore vested was 100 per cent.
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PLTIP vesting
The Committee considered a report from the Group Chief Risk and Compliance Officer which had been approved by the Group Risk
Committee. This report confirmed that the financial results were achieved within the Group’s and business units’ risk framework and
appetite. On the basis of this report and the performance of the Group and its business units described above, the Committee decided
not to apply a discretionary adjustment to the arithmetic vesting outcome under the 2017 PLTIP awards and determined the vesting
of each Executive Director’s PLTIP awards as set out below:
Executive Director
Mark FitzPatrick
Nic Nicandrou3
James Turner
Mike Wells
Maximum value
of award at
full vesting1
Percentage
of the LTIP
award vesting
Number of
shares vesting2
Value of
shares vesting1
£1,730,807
£1,882,617
£485,387
£4,576,469
62.5%
62.5%
62.5%
62.5%
78,104
67,255
21,903
206,517
£1,081,740
£931,482
£303,357
£2,860,260
Notes
1 The share price used to calculate the value of the PLTIP awards with performance periods which ended on 31 December 2019 and vest in April 2020 for all Executive Directors other
than Mark FitzPatrick and in August 2020 for Mark FitzPatrick, was the average share price for the three months up to 31 December 2019, being £13.85. The number of Prudential plc
shares under award has been adjusted in line with the approach set out in the section on ‘Remuneration decisions taken in relation to the demerger’.
2 The number of shares vesting includes accrued dividends.
3 The vesting of Nic Nicandrou’s 2017 PLTIP award is in relation to his service as an Executive Director.
4 John Foley stepped down from the Board on 16 May 2019. He subsequently left the Company on the demerger of M&G plc from Prudential plc on 21 October 2019. Mr Foley’s
2017-2019 PLTIP award has been exchanged for an equivalent award over M&G plc shares. Under the terms of the Demerger Agreement this replacement award should be of an
equivalent value; with the same release schedule; subject to equivalent malus and clawback provisions and subject to performance conditions which are relevant to M&G plc and
which are no more or less onerous than those which originally applied. The vesting of Mr Foley’s replacement 2017-2019 long-term incentive award is due to be disclosed by M&G plc
and described in the M&G plc Directors’ remuneration report as set out in the M&G plc 2019 Annual report. These details were not known by Prudential plc prior to the finalisation
of this report.
Long-term incentives awarded in 2019
2019 share-based long-term incentive awards
The table below shows the awards of conditional shares made to Executive Directors who served on the Board in 2019 under the PLTIP
and the performance conditions attached to these awards. Further details on the performance measures were disclosed on page 164 of
the 2018 Annual Report.
Executive
Director
Role
Michael Falcon1 Chairman and Chief Executive
Number of
shares or
ADRs subject
to award*
Percentage
of awards
released for
achieving
threshold
targets‡
Face value
of award†
Officer, Jackson
78,856
$3,199,976
20%
Mark FitzPatrick Chief Financial Officer
John Foley1,2
Chief Executive,
123,376
£1,899,990
20%
M&GPrudential
129,383
£1,992,498
20%
Nic Nicandrou1 Chief Executive, Prudential
Corporation Asia
172,743
£2,660,242
20%
James Turner
Group Chief Risk Officer
Mike Wells
Group Chief Executive
103,571
£1,594,993
20%
298,441
£4,595,991
20%
Weighting of
performance conditions
Group TSR
Sustainability
scorecard§
75%
75%
75%
75%
75%
75%
25%
25%
25%
25%
25%
25%
End of
performance
period
31 December
2021
31 December
2021
31 December
2021
31 December
2021
31 December
2021
31 December
2021
* Awards over shares were awarded to all Executive Directors other than Michael Falcon whose awards were over ADRs.
† Awards for Executive Directors are calculated based on the average share price over the three dealing days prior to the grant date, being £15.40 for all Executive Directors other than
Michael Falcon and an ADR price of US$40.58 for Michael Falcon.
‡ The percentage of awards released for achieving maximum targets is 100 per cent.
§ Each of the four measures within the sustainability scorecard has equal weighting. They are Group Solvency II operating capital generation, Group ECap operating capital generation,
diversity and conduct.
Notes
1 Michael Falcon, Nic Nicandrou and John Foley stepped down from the Board on 16 May 2019.
2 John Foley left the Company on the demerger of M&G plc from Prudential plc on 21 October 2019. His 2017-2019 PLTIP award has been exchanged for an equivalent award over
M&G plc shares.
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Update on performance against targets for awards made in 2018 and 2019
As set out in the section on ‘Remuneration decisions taken in relation to the demerger’, the Committee has adjusted the performance
conditions attached to the 2018 and 2019 awards in order to take account of the demerger, ensuring that the revised performance
conditions are no more or less stretching than those originally attached to the awards. The performance update provided below is
based on these adjusted targets.
Group adjusted operating profit
Prudential’s Group adjusted operating profit performance between 1 January 2018 and 31 December 2019 was above the stretch target
established for the 2018 PLTIP awards. Group adjusted operating profit was not used as a performance measure for the 2019 PLTIP awards.
TSR Performance
As at 31 December 2019, Prudential’s TSR performance ranked below the peer group median for the elapsed portions of the 2018
and 2019 performance periods.
Sustainability scorecard of strategic measures
Between 1 January 2018 and 31 December 2019, the Group also made good progress towards meeting the measures under the
sustainability scorecard used for the 2018 and 2019 PLTIP awards:
— Capital measure – Group Solvency II operating capital generation/Group operating free surplus generation
For the elapsed portions of the 2018 and 2019 PLTIP performance periods, the Group’s Solvency II operating capital generation
and the Group’s operating free surplus generation was above the established Plan levels for both awards.
— Capital measure – Group ECap operating capital generation
For the elapsed portions of the 2018 and 2019 PLTIP performance periods, the Group’s ECap operating capital generation was
below the Plan levels established for the both awards.
— Conduct measure
During 2018 and 2019, there were no significant conduct/culture/governance issues that resulted in significant capital add-ons or
material fines. This assessment is unaffected by the FCA fine since the issues identified relate to a period which ended in 2017.
— Diversity measure
As at 31 December 2019, 28 per cent of our Leadership Team was female. This represented strong progress against the threshold
level that at least 27 per cent of the Leadership Team be female by the end of 2020 for the 2018 PLTIP award, and the threshold level
that at least 28 per cent of the Leadership Team be female by the end of 2021 for the 2019 PLTIP award.
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Pay comparisons
Performance graph and table
The chart below illustrates the TSR performance of Prudential, the FTSE 100 (as the Company has a premium listing on the London Stock
Exchange) and the peer group of international insurers used to benchmark the Company’s performance for the purposes of the 2019
PLTIP awards. The chart illustrates the performance of a hypothetical investment of £100 in ordinary shares of Prudential plc over the
10-year period 1 January 2010 to 31 December 2019 compared to a similar investment in the FTSE 100 or an index of the Company’s
peers. Total shareholder return is based on Returns Index data calculated on a daily share price growth plus re-invested dividends (as
measured at the ex-dividend dates).
Prudential TSR vs FTSE 100 and peer group average – total return per cent over 10 years to December 2019
£
Prudential
FTSE 100
Peer group
Note
The index of Prudential’s peers represents the average daily total shareholder return performance of the peer group used for the 2019 PLTIP awards (excluding companies not listed
at the start of the period).
The information in the table below shows the total remuneration for the Group Chief Executive over the same period:
£000
2010
2011
2012
2013
2014
2015
2015
2016
2017
2018
2019
Group Chief
Executive
Salary, pension
and benefits
Annual bonus
payment
(As % of maximum)
LTIP vesting
(As % of maximum)
Other payments
Group Chief
Executive ‘single
figure’ of total
remuneration2
T Thiam T Thiam T Thiam T Thiam T Thiam T Thiam1 M Wells M Wells M Wells M Wells M Wells
1,189
1,241
1,373
1,411
1,458
613
1,992
2,244
1,872
1,815
1,662
1,570
(97%)
2,534
(100%)
–
1,570
(97%)
2,528
(100%)
–
2,000
(100%)
6,160
(100%)
–
2,056
(99.8%)
5,235
(100%)
–
2,122
(100%)
9,838
(100%)
–
704
(77.3%)
3,382
(100%)
–
1,244
(99.7%)
4,290
(100%)
–
2,151
(99.5%)
2,975
(70.8%)
–
2,072
(94%)
4,616
(95.8%)
–
2,133
(95%)
3,623
(62.5%)
–
2,197
(96%)
2,860
(62.5%)
–
5,293
5,339
9,533
8,702
13,418
4,699
7,526
7,370
8,560
7,571
6,719
Notes
1 Tidjane Thiam left the Company on 31 May 2015. Mike Wells became Group Chief Executive on 1 June 2015. The figures shown for Mike Wells’s remuneration in 2015 relate only to his
2
service as Group Chief Executive.
Further detail on the ‘single figure’ is provided in the ‘single figure’ table for the relevant year. The figures provided reflect the value of vesting LTIP awards on the date of their release
other than for 2019 (for which an estimate is used).
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20092010£347£208£20520114504003503002502001501005020192018201720162015201420132012Percentage change in remuneration
The table below sets out how the change in remuneration for the Group Chief Executive between 2018 and 2019 compared to a wider
employee comparator group:
Group Chief Executive
All UK employees
Salary
2.0%
3.9%
Benefits
(44.5)%
(3.4)%
Bonus
3.0%
6.7%
The employee comparator group used for the purpose of this analysis is all UK employees. This is considered to be an appropriate
comparator group as the Group Chief Executive’s remuneration arrangements are similar in structure to the majority of these employees
and it reflects the economic environment where the Group Chief Executive is employed. For 2018 this group included employees in
M&GPrudential and Group Head Office. For 2019, this group included UK-based Group Head Office employees only. Employees in
M&G plc have been excluded from the calculation of average pay in 2019 as M&G plc demerged from Prudential plc on 21 October 2019.
M&G plc employees are no longer within the Group and Prudential plc does not have any influence over or knowledge of pay decisions,
including 2019 bonus awards, for employees within M&G plc. The salary increase includes uplifts made through the annual salary
review, as well as any additional changes in the year; for example to reflect promotions or role changes. The decrease in benefits paid
to the Group Chief Executive is driven by the cessation of the payment of mortgage interest on 30 November 2018. The decrease
in benefits paid to all UK employees is due to the reduction in the cost to the Company of providing certain benefits. There has been
no change to the level of taxable benefit coverage received by employees.
Group Chief Executive pay compared with employee pay
To increase further transparency of executive remuneration and its alignment with the pay of other employees, we published our CEO
pay ratio one year in advance of the disclosure becoming a requirement under the UK Companies (Miscellaneous Reporting) Regulations
2018 in the 2018 Directors’ remuneration report. The employee comparator group used for the purpose of this 2018 analysis was all UK
employees comprising employees in M&GPrudential and Group Head Office in 2018. In light of the demerger of the M&G plc business
from Prudential plc on 21 October 2019, we have prepared the 2019 CEO pay ratio based on UK-based Group Head Office employees
since Prudential plc no longer has any influence over or knowledge of pay decisions, including 2019 bonus awards, for employees within
M&G plc. On this basis, the Committee has decided that the 2018 CEO pay ratio will not be restated in this report and that the 2019 CEO
pay ratio will form the base year of reporting given the fundamental changes to the UK workforce which have resulted from the demerger.
The table below compares the Group Chief Executive’s ‘single figure’ of total remuneration to that received by three representative
UK employees in 2019.
Year
2019
Method
Option B
25th
percentile
pay ratio
87 : 1
Median
pay ratio
67 : 1
75th
percentile
pay ratio
43 : 1
Under the regulations there is a choice of three methodologies to determine the 25th, median and 75th full-time equivalent remuneration
of our UK employees. This is the most recently collected data in accordance with the Equality Act 2010 (Gender Pay Gap Information)
Regulations 2017 and includes all UK employees. The Company has chosen to use the 2019 hourly rate gender pay gap information as
this method uses data that is aligned with other disclosures made under our gender pay gap reporting (‘Option B’ in the table above).
The employees used in the calculations were identified using the most recent gender pay gap data for 2019, on 23 January 2020,
following the end of the financial year. Base salary and total remuneration for these identified employees has then been calculated based
on their actual remuneration for 2019. The Committee determined that the identified employees are reasonably representative since the
structure of their remuneration arrangements is in line with that of the majority of employees within the UK-based Group Head Office
workforce. The same methodology used for calculating the ‘single figure’ of the Group Chief Executive has been used for calculating the
pay and benefits of these three UK employees.
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The salary and total remuneration received during 2019 by the indicative employees used in the above analysis are set out below:
2019 salary
Total 2019 remuneration
25th
percentile
£56,000
£77,000
Median
£74,000
£100,000
75th
percentile
£110,000
£155,000
The Committee believes the median pay ratio is consistent with the pay, reward and progression policies for our UK-based Group Head
Office employees. The base salary and total remuneration levels for the Group Chief Executive and the median representative employee
are competitively positioned within the relevant markets and reflect the operation of our remuneration structures which are effective in
appropriately incentivising staff, having regard to our risk framework, risk appetites and to rewarding the ‘how’ as well as the ‘what’ of
performance.
Gender pay gap
Our UK business, Prudential Services Limited, is the employing entity for almost all of our London Head Office staff including the
UK-based Group Chief Executive and his direct reports. Prudential Services Limited has recently reported its 2019 UK gender pay gap
data and details can be found on the Group’s website. There has been a further narrowing of most of the pay gap figures. Where men
and women perform similar roles, they are paid equally but the gender pay gap reflects that men and women are doing different roles.
We remain focused on closing the remaining pay gap as soon as possible and on ensuring that we attract applicants from all backgrounds
and create opportunities for all our employees to develop and progress in order to ensure that we have the diverse talent needed by
the Group to better reflecting the communities we serve. However, the gender pay gap demonstrated the demographic profile of the
business (and the financial services sector more widely): there is a greater proportion of males in more senior and front-office roles and
a greater proportion of females in more junior, support and back-office non-finance roles. All the Group’s businesses are continuing to
work on initiatives to increase the proportion of women in senior management and operating roles as part of the Group’s strategic focus
on diversity and inclusion as described in the diversity and inclusion statement on our website. This important priority is reflected in the
Group’s reward structure through the diversity measure attached to PLTIP awards granted from 2017 onwards.
Consideration of workforce pay and approach to engagement
During the year, the Committee considered workforce remuneration and related policies in the business units across the Group.
Information presented to the Committee, by way of a dashboard, included how the Company’s incentive arrangements are aligned with
the culture and informed the Committee’s decision-making on executive pay and policy. By way of example, business unit salary increase
budgets are considered as part of the year-end review of Executive Director compensation and salary increases.
As part of the Board’s wider initiatives, which included the appointment of designated Non-executive Directors who led on workforce
engagement during the year as detailed in the ‘Governance’ section earlier in this Annual report, the Committee took additional
measures in 2019 to explain how the remuneration of Executive Directors aligns with the wider company pay policy. The Company
established a microsite on its intranet that outlines executive pay arrangements during the previous financial year and key areas of change
for 2019. It explains to employees that total remuneration for Executive Directors is made up of a number of elements and is governed by
both the Directors’ remuneration policy and the Group’s remuneration policy (which is also published on the Company’s website) with
the relevant links to these documents.
Relative importance of spend on pay
The table below sets out the amounts payable in respect of 2018 and 2019 on all employee pay and dividends:
All employee pay including M&G plc ($m)1,2
All employee pay excluding M&G plc ($m)1,3
Dividends including demerger dividend ($m)4
Dividends excluding demerger dividend ($m)4
2018
2,454
1,672
1,638
1,638
2019
2,143
1,466
8,582
1,203
Percentage
change
(12.7)%
(12.3)%
423.9%
(26.6)%
Notes
1 All employee pay as taken from note B2.1 to the financial statements.
2 This includes the costs of employment for M&G plc employees up to the demerger in October 2019.
3 This excludes the costs of employment of M&G plc employees for 2018 and 2019 in order to present a like for like comparison between the two years.
4 Dividends taken from note B6 to the financial statements.
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Chairman and Non-executive Director remuneration in 2019
Chairman’s fees
The Chairman’s fee was reviewed by the Committee during 2019 and increased by 2 per cent to £765,000 with effect from 1 July 2019
in order to reflect inflation.
Non-executive Directors’ fees
The Non-executive Directors’ fees were reviewed by the Board during 2019 and the basic fee was increased from £97,000 to £99,000,
the Remuneration Committee Chair fee increased from £60,000 to £65,000 while the Nomination & Governance Committee member
fee increased from £12,500 to £15,000. No other fees were increased. The Board also introduced a £30,000 fee for each designated
Non-executive Director carrying out a workforce engagement role.
Annual fees
Basic fee
Additional fees:
Audit Committee Chair
Audit Committee member
Remuneration Committee Chair
Remuneration Committee member
Risk Committee Chair
Risk Committee member
Nomination & Governance Committee Chair1
Nomination & Governance Committee member
Senior Independent Director
Workforce engagement role
From
1 July 2018
(£)
From
1 July 2019
(£)
97,000
99,000
75,000
30,000
60,000
30,000
75,000
30,000
–
12,500
50,000
N/A
75,000
30,000
65,000
30,000
75,000
30,000
–
15,000
50,000
30,000
Note
1 There is no fee paid for the role of Nomination & Governance Committee Chair.
If, in a particular year, the number of meetings is materially greater than usual, the Company may determine that the provision of additional fees is fair and reasonable.
The resulting fees paid to the Chairman and Non-executive Directors are:
£000s
2019 fees
2018 fees
Chairman
Paul Manduca
Non-executive
Directors
Howard Davies
David Law
Kai Nargolwala1
Anthony Nightingale
Philip Remnant
Alice Schroeder
Lord Turner2
Thomas Watjen
Fields Wicker-Miurin
Amy Yip3
758
217
217
173
174
222
158
59
173
128
43
742
212
212
155
168
216
150
155
131
41
–
2019
taxable
benefits*
2018
taxable
benefits*
Total 2019
remuneration:
the ‘single
figure’†
Total 2019
remuneration:
the ‘single
figure’ in USD
($000s)‡
Total 2018
remuneration:
the ‘single
figure’†
Total 2018
remuneration:
the ‘single
figure’ in USD
($000s)‡
172
136
930
1,187
878
1,172
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
217
217
173
174
222
158
59
173
128
43
277
277
221
222
283
202
75
221
163
55
212
212
155
168
216
150
155
131
41
283
283
207
224
288
200
207
175
55
–
Total
2,322
2,182
172
136
2,494
3,183
2,318
3,094
* Benefits include the cost of providing the use of a car and driver, medical insurance and security arrangements (including any tax thereon).
† Each remuneration element is rounded to the nearest £1,000 and totals are the sum of these rounded figures. Total remuneration is calculated using the methodology prescribed
by Schedule 8 of the Companies Act. The Chairman and Non-executive Directors are not entitled to participate in annual bonus plans or long-term incentive plans.
‡ Total remuneration has been converted to US dollars using the exchange rate of 1 GBP to 1.2765 USD for the 2019 single figure calculations and 1 GBP to 1.3352 USD for the 2018
single figure calculations.
In 2019 Kai Nargolwala also received an annual fee of £250,000 in respect of his non-executive chairmanship of Prudential Corporation Asia Limited.
Notes
1
2 Lord Turner stepped down from the Board on 16 May 2019.
3 Amy Yip joined the Board and the Remuneration Committee on 2 September 2019.
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ANNUAL REPORT ON REMUNERATION
CONTINUED
Statement of Directors’ shareholdings
The interests of Directors in ordinary shares of the Company are set out below. ‘Beneficial interest’ includes shares owned outright,
shares acquired under the Share Incentive Plan (SIP) and deferred annual incentive awards, detailed in the ‘Supplementary information’
section. It is only these shares that count towards the share ownership guidelines.
1 January 2019
(or on date of
appointment)
Total
beneficial
interest
(number of
shares)
During 2019
31 December 2019
(or on date of retirement)
Share ownership guidelines
Number
of shares
acquired
Number
of shares
disposed
Total
beneficial
interest*
(number of
shares)
Number
of shares
subject to
performance
conditions†
Total interest
in shares
Share
ownership
guidelines‡
(% of salary/fee)
Beneficial
interest as a
percentage of
basic salary/
basic fees§
42,500
–
–
42,500
–
42,500
100%
82%
–
28,333
329,834
295,085
20,876
812,252
9,514
9,066
70,000
50,000
6,916
14,500
6,719
10,340
1,000
–
51,988
43,968
129,385
138,162
72,942
313,142
–
–
78,889
134,555
13,194
149,122
299
–
–
–
–
–
–
–
3,500
–
–
–
–
–
–
–
–
–
–
–
51,988
72,301
380,330
298,692
80,624
976,272
9,813
9,066
70,000
50,000
6,916
14,500
6,719
10,340
4,500
–
157,712
382,627
355,323
419,946
255,145
946,508
209,700
454,928
735,653
718,638
335,769
1,922,780
–
–
–
–
–
–
–
–
–
–
9,813
9,066
70,000
50,000
6,916
14,500
6,719
10,340
4,500
–
N/A
250%
N/A
N/A
250%
400%
100%
100%
100%
100%
100%
100%
N/A
100%
100%
100%
N/A
140%
N/A
N/A
175%
1247%
147%
136%
1049%
749%
104%
217%
N/A
155%
67%
0%
Chairman
Paul Manduca
Executive
Directors
Michael Falcon1
Mark FitzPatrick
John Foley2
Nic Nicandrou3
James Turner
Mike Wells4
Non-executive
Directors
Howard Davies
David Law
Kai Nargolwala
Anthony Nightingale
Philip Remnant
Alice Schroeder5
Lord Turner6
Thomas Watjen7
Fields Wicker-Miurin
Amy Yip8
* There were no changes of Directors’ interests in ordinary shares between 31 December 2019 and 10 March 2020 with the exception of the UK based Executive Directors due to their
participation in the monthly Share Incentive Plan (SIP). Mark FitzPatrick acquired a further 42 shares in the SIP and Mike Wells acquired a further 43 shares in the SIP during this period.
† Further information on share awards subject to performance conditions are detailed in the ‘Share-based long-term incentive awards’ section of the Supplementary information.
‡ Holding requirement of the Articles of Association (2,500 ordinary shares) must be obtained within one year of appointment to the Board. The increased guidelines for Executive
Directors were introduced with effect from January 2013 and increased again in 2017. Executive Directors normally have 5 years from this date (or date of joining or role change, if later)
to reach the enhanced guideline. The guideline for Non-executive Directors was introduced on 1 July 2011. Non-executive Directors normally have 3 years from their date of joining to
reach the guideline. During 2019, the periods available to reach the guidelines for Executive Directors and Non-executive Directors were revised to recognise that shares they beneficially
held in M&G post demerger no longer counted towards the guideline. Directors are expected to rebuild the value of their shareholding in line with the share ownership guidelines within
a reasonable timeframe.
§ Based on the average closing price for the six months to 31 December 2019 £14.68.
The Company and its Directors, Chief Executives and shareholders have been granted a partial exemption from the disclosure requirements under Part XV of the Securities and Futures
Ordinance (SFO). As a result of this exemption, Directors, Chief Executives and shareholders do not have an obligation under the SFO to notify the Company of shareholding interests,
and the Company is not required to maintain a register of Directors’ and Chief Executives’ interests under section 352 of the SFO, nor a register of interests of substantial shareholders
under section 336 of the SFO. The Company is, however, required to file with the Stock Exchange of Hong Kong Limited any disclosure of interests notified to it in the United Kingdom.
Notes
1 Michael Falcon was appointed to the Board on 7 January 2019. He stepped down from the Board on 16 May 2019. Total interest in shares is shown at the date he stepped down
from the Board. For the 16 May 2019 figure, Michael Falcon’s beneficial interest in shares is made up of 25,994 ADRs (representing 51,988 ordinary shares).
2 John Foley stepped down from the Board on 16 May 2019. Total interest in shares is shown at this date.
3 Nic Nicandrou stepped down from the Board on 16 May 2019. Total interest in shares is shown at this date.
4 For the 1 January 2019 figure, Mike Wells’s beneficial interest in shares is made up of 297,320 ADRs (representing 594,640 ordinary shares) and 217,612 ordinary shares.
For the 31 December 2019 figure, his beneficial interest in shares is made up of 297,320 ADRs (representing 594,640 ordinary shares) and 381,632 ordinary shares.
5 For the 1 January 2019 figure, Alice Schroeder’s beneficial interest in shares is made up of 7,250 ADRs (representing 14,500 ordinary shares). For the 31 December 2019 figure,
the beneficial interest in shares is made up of 7,250 ADRs (representing 14,500 ordinary shares).
6 Lord Turner stepped down from the Board on 16 May 2019. Total interest in shares is shown at this date.
7 For the 1 January 2019 figure, Thomas Watjen’s beneficial interest in shares is made up of 5,170 ADRs (representing 10,340 ordinary shares). For the 31 December 2019 figure,
the beneficial interest in shares is made up of 5,170 ADRs (representing 10,340 ordinary shares).
8 Amy Yip was appointed to the Board on 2 September 2019.
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The bar chart below illustrates the Executive Directors’ shareholding as a percentage of base salary versus the share ownership guideline.
%
Share ownership guidelines as % of salary
Beneficial interest as at 31 December 2019, as % of salary
Outstanding share options
The following table sets out the share options held by the Executive Directors in the UK Savings-Related Share Option Scheme (SAYE)
as at the end of the period. No other directors participated in any other option scheme.
Date
of grant
Exercise
price
(pence)
Market
price at
31 Dec
2019
(pence)
Exercise period
Number of options
Beginning
End
Beginning
of period Granted Exercised Cancelled Forfeited
Lapsed
End of
period
Mark FitzPatrick 21 Sep 17
21 Sep 17
James Turner
1455
1455
1449 01 Dec 22 31 May 23
30 Jun 21
1449
01 Jan 21
2,061
1,237
–
–
–
–
–
–
–
–
–
–
2,061
1,237
Notes
1 No Directors exercised SAYE options in 2019.
2 No price was paid for the award of any option.
3 The highest and lowest closing share prices during 2019 were £17.90 and £12.80 respectively.
4 All exercise prices are shown to the nearest pence.
Directors’ terms of employment and external appointments
Details of the service contracts of each Executive Director are outlined in the table below. The Directors’ remuneration policy contains
further details of the terms included in Executive Director service contracts. Subject to the Group Chief Executive’s or the Chairman’s
approval, Executive Directors are able to accept external appointments as non-executive directors of other organisations. Fees payable
are retained by the Executive Directors.
Executive Directors
Michael Falcon
Mark FitzPatrick
John Foley
Nic Nicandrou
James Turner
Mike Wells
Service contracts
External appointment
Date of contract
Notice
period to the
Company
Notice period
from the
Company
External
appointment
during 2019
Fee received
in the period
the Executive
Director was a
Group Director
11 October 2018
17 May 2017
8 December 2010
27 April 2009
1 March 2018
21 May 2015
12 months
12 months
12 months
12 months
12 months
12 months
12 months
12 months
12 months
12 months
12 months
12 months
–
–
–
–
Yes
–
–
–
–
–
£60,000
–
Directors served on the boards of educational, charitable and cultural organisations without receiving a fee for these services.
Details of changes to the Board of Directors during the year are set out in the ‘Governance’ report.
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ANNUAL REPORT ON REMUNERATION
CONTINUED
Letters of appointment of the Chairman and Non-executive Directors
Details of Non-executive Directors’ individual appointments are outlined below. The Directors’ remuneration policy contains further
details on their letters of appointment.
Chairman/Non-executive Director
Appointment by the Board
Notice period
Time on the Board at 2020 AGM
Chairman
Paul Manduca
Non-executive Directors
Philip Remnant
Howard Davies
David Law
Kai Nargolwala
Anthony Nightingale
Alice Schroeder
Thomas Watjen
Fields Wicker-Miurin
Amy Yip
15 October 2010
(Chairman from July 2012)
12 months
9 years 7 months
1 January 2013
15 October 2010
15 September 2015
1 January 2012
1 June 2013
10 June 2013
11 July 2017
3 September 2018
2 September 2019
6 months
6 months
6 months
6 months
6 months
6 months
6 months
6 months
6 months
7 years 4 months
9 years 7 months
4 years 8 months
8 years 4 months
6 years 11 months
6 years 11 months
2 years 10 months
1 year 8 months
8 months
Note
On 10 December 2019 and 30 January 2020 the Company announced the appointment of Non-executive Directors, Jeremy Anderson and Shriti Vadera, to the Board effective
1 January 2020 and 1 May 2020 respectively.
Recruitment and relocation arrangements
In making decisions about the remuneration arrangements for those joining the Board, the Committee worked within the current
Directors’ remuneration policy approved by shareholders and was mindful of:
— The skills, knowledge and experience that each new Executive Director brought to the Board;
— The need to support the relocation of executives to enable them to assume their roles; and
— Its commitment to honour legacy arrangements.
Appointing high-calibre executives to the Board and to different roles on the Board is necessary to ensure the Company is well positioned
to develop and implement its strategy and deliver long-term value. As the Company operates in an international market place for talent,
the best internal and external candidates are sometimes asked to move location to assume their new roles. Where this happens, the
Company will offer relocation support. The support offered will depend on the circumstances of each move but may include paying for
travel, shipping services, the provision of temporary accommodation and other housing benefits. Executives may receive support with
the preparation of tax returns, but no current Executive Director is tax equalised.
Michael Falcon
Michael Falcon was appointed as Chairman and Chief Executive Officer, Jackson National Holdings LLC and joined the Board on
7 January 2019. Details of his remuneration arrangements on appointment, including the terms of his buy-out awards, were disclosed
in the 2018 Directors’ Remuneration Report.
Details of the remuneration he received during 2019 in his role as Executive Director of Prudential plc, including his buy-out award,
are set out in the 2019 ‘single figure’ table.
James Turner
James Turner relocated to Hong Kong in August 2019 in order to support our dialogue with the Hong Kong IA. Relocation support
was provided in line with the current Directors’ remuneration policy and included shipping of personal effects from the UK, temporary
accommodation, a housing allowance for his permanent Hong Kong residence and support for visa applications and the preparation
of necessary Hong Kong tax returns. Ongoing benefits will be provided in line with the local Prudential Corporation Asia policies.
Since Mr Turner has moved with his school-aged child, he received education support on the same basis as other executives based
in Hong Kong.
Details of the remuneration he received during 2019 in his role as Group Chief Risk and Compliance Officer, including this relocation
support are set out in the 2019 ‘single figure’ table.
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Payments to past Directors and payments for loss of office
The Committee’s approach when exercising its discretion under the policy is to be mindful of the particular circumstance of the departure
and the contribution the individual made to the Group.
On 21 May 2019, the Company confirmed that John Foley, Chief Executive of M&GPrudential, Nic Nicandrou, Chief Executive of
Prudential Corporation Asia, and Michael Falcon, Chairman and Chief Executive Officer, Jackson Holdings LLC, stepped down as
members of the Prudential plc Board at the end of the Annual General Meeting on 16 May 2019 as part of our progress towards the
demerger of M&G plc. They remained in their executive roles and continued to be members of the Group Executive Committee with
Mr Foley leaving the Group on 21 October 2019 on the demerger of M&G plc.
The remuneration of these executives was managed in line with the currently approved Directors’ remuneration policy and they have
not received any loss of office payment in respect of their service as Directors.
Michael Falcon
An annual incentive award has been paid to Michael Falcon for the whole of 2019 as he remained a member of the Group Executive
Committee after leaving the Board. This award was determined on performance achieved when the 2019 results were known.
Sixty per cent of it was paid in cash in the usual way, and 40 per cent was deferred into Prudential ADRs (to be released in the Spring
of 2023). In addition, he was eligible to receive a 10 per cent share of the Jackson bonus pool of which 40 per cent is similarly deferred.
These awards continue to be subject to malus and clawback provisions.
Mr Falcon’s 2019 PLTIP award will vest in line with the original vesting date, subject to the satisfaction of the original performance
conditions. These awards will also continue to be subject to the original malus and clawback provisions, and awards will remain subject to
a two-year holding period following the end of the three-year performance period. The terms of Mr Falcon’s buy-out awards as disclosed
in the 2018 Directors’ remuneration report have not been changed and awards will vest in line with the original vesting schedule. The
number of Prudential ADRs over which options have been granted has been adjusted in line with the approach set out in the section on
‘Remuneration decisions taken in relation to the demerger’. In November 2019, Mr Falcon exercised the first tranche of this replacement
award. The gross value of the award exercised (which included dividend equivalents) was $464,198. Mr Falcon is the sole participant in
this arrangement and no further awards will be made to Mr Falcon under this plan.
Details of the remuneration received during 2019 in respect of his role as an Executive Director are set out in the 2019 single figure table.
John Foley
Following his retirement from the Board on 16 May 2019, John Foley’s employment with the Group ended on 21 October 2019 on the
demerger of M&G plc and he continued as the Chief Executive Officer, M&G plc. The Committee determined that Mr Foley would not
receive a bonus from Prudential plc for any part of the 2019 performance year. On the demerger date, Mr Foley’s unvested awards under
the Prudential deferred AIP and the PLTIP were cancelled by Prudential plc. These awards were converted by M&G plc into awards over
M&G plc shares in line with the M&G plc Directors’ remuneration policy. Further information on Mr Foley’s 2019 remuneration
arrangements may be found in the M&G plc 2019 Directors’ remuneration report.
Nic Nicandrou
An annual incentive award has been paid to Nic Nicandrou for the whole of 2019 as he remained a member of the Group Executive
Committee after leaving the Board. This award was determined on performance achieved when the 2019 results were known.
Sixty per cent of it was paid in cash in the usual way, and 40 per cent was deferred into Prudential plc shares (to be released in the
Spring of 2023). This award continues to be subject to malus and clawback provisions.
Details of the remuneration received during 2019 in respect of his role as an Executive Director are set out in the 2019 ‘single figure’ table.
Mr Nicandrou’s unvested awards under the Prudential deferred AIP will be released on the original timetable and remain subject to
malus and clawback provisions. Outstanding long-term incentive awards will vest in line with the original vesting dates, subject to the
satisfaction of the original performance conditions. The number of Prudential plc shares under award have been adjusted in line with
the approach set out in the section on ‘Remuneration decisions taken in relation to the demerger’. These awards will also continue to be
subject to the original malus and clawback provisions, and awards will remain subject to a two-year holding period following the end
of the three-year performance period.
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CONTINUED
Barry Stowe
Barry Stowe retired as Chairman and Chief Executive, NABU on 31 December 2018. He remained as an adviser to the Group until his
employment ended on 31 December 2019. Mr Stowe received US$1,466,000 in respect of salary, benefits, and pension between
1 January and 31 December 2019. As disclosed in the 2018 Directors’ remuneration report, the Committee exercised its discretion in
accordance with the approved Directors’ remuneration policy and determined that Mr Stowe should be allowed to keep his unvested
2017 and 2018 PLTIP awards which will vest in line with the original vesting dates, subject to the satisfaction of the performance
conditions under the plan rules, remain subject to malus and clawback provisions, and will be pro-rated for service to the date Mr Stowe
retired from the Board to 31 December 2018. Mr Stowe was not eligible for a 2019 bonus and was not granted a 2019 PLTIP award.
As set out in the section ‘Remuneration in respect of performance in 2019’ the performance conditions attached to Mr Stowe’s 2017
PLTIP awards were partially met and 68.75 per cent will be released in 2020. The number of Prudential plc ADRs under award have been
adjusted in line with the approach set out in the section on ‘Remuneration decisions taken in relation to the demerger’. The details of
Mr Stowe’s award are set out below:
Award
Prudential LTIP
Number of
ADRs vesting1
Value of
ADRs vesting2
62,395
£1,777,756
Notes
1 The number of ADRs vesting include accrued dividends.
2 The ADR price used to calculate the value was the average ADR price for the three months up to 31 December 2019, being US$36.37.
Tony Wilkey
Tony Wilkey stepped down from the Board on 17 July 2017 and his employment ended with the Group on 17 July 2018. As disclosed
in the 2017 Directors’ remuneration report, the Committee exercised its discretion in accordance with the approved Directors’
remuneration policy and determined that Mr Wilkey should be allowed to keep his unvested PLTIP awards granted in 2017. This award
will vest in accordance with the original timetable, subject to the original performance conditions, remain subject to malus and clawback
provisions, and will be pro-rated for service. This is the last PLTIP award that will vest to Mr Wilkey.
As set out in the section ‘Remuneration in respect of performance in 2019’ the performance conditions attached to Mr Wilkey’s 2017
PLTIP awards were partially met and 61.75 per cent will be released in 2020. The number of Prudential plc shares under award have
been adjusted in line with the approach set out in the section on ‘Remuneration decisions taken in relation to the demerger’. The details
of Mr Wilkey’s award are set out below:
Award
Prudential LTIP
Number of
shares vesting1
Value of
shares vesting2
44,969
£622,821
Notes
1 The number of shares vesting include accrued dividend shares.
2 The share price used to calculate the value was the average share price for the three months up to 31 December 2019, being £13.85.
Other Directors
A number of former Directors receive retiree medical benefits for themselves and their partner (where applicable). This is consistent
with other senior members of staff employed at the same time. A de minimis threshold of £10,000 has been set by the Committee;
any payments or benefits provided to a past Director above this amount will be reported.
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Statement of voting at general meeting
At the 2017 Annual General Meeting, shareholders were asked to vote on the current Directors’ remuneration policy and at the
2019 Annual General Meeting, shareholders were asked to vote on the 2018 Directors’ remuneration report. Each of these resolutions
received a significant vote in favour by shareholders and the Committee is grateful for this support and endorsement by our
shareholders. The votes received were:
Resolution
To approve the Directors’ remuneration
Votes
for
% of votes
cast
Votes
against
% of votes
cast
Total votes
cast
Votes
withheld
policy (2017 AGM)
1,773,691,171
90.71 181,582,497
9.29
1,955,273,668
45,820,585
To approve the Directors’ remuneration
report (2019 AGM)
1,948,451,528
95.71
87,313,483
4.29
2,035,765,011
6,608,034
Statement of implementation in 2020
Base salary
Executive Directors’ remuneration packages were reviewed in 2019 with changes effective from 1 January 2020. When the Committee
took these decisions, it considered the salary increases awarded to other employees in 2019 and the expected increases in 2020.
The external market reference points used to provide context to the Committee were similar to those used for 2019 salaries.
All Executive Directors received a salary increase of 2 per cent. The 2020 salary increase budgets for other employees across the Group’s
business units were between 2.5 per cent and 5.1 per cent.
Pension entitlements from 2020
As set out in the Annual statement from the Chairman of the Remuneration Committee, externally or internally-recruited Executive
Directors appointed on or after the date of the 2020 AGM will be offered pension benefits of 13 per cent of salary, aligned with the
employer pension contribution available to the UK workforce and broadly reflecting the pension benefits for the workforce in locations
across Asia and the US. The Committee intends to reduce incumbent Executive Directors’ pension benefits from 25 per cent to
20 per cent of salary on the following basis:
— From 14 May 2020 (the effective date of the new policy), incumbent Executive Directors’ pension benefits will be reduced to
22.5 per cent of base salary; and
— From 14 May 2021, incumbent Executive Directors’ pension benefits will be reduced to 20 per cent of base salary.
In addition, statutory contributions will continue to be made into mandatory pension arrangements in the country in which the
Executive Directors are based, in line with the local requirements.
Annual bonus
No changes have been made to the bonus opportunities for Executive Directors for 2020.
In recent years, bonuses for the Group Chief Risk and Compliance Officer have been based entirely on a combination of personal and
functional measures, an approach aligned with Solvency II remuneration requirements under the PRA. In 2020 the Committee has
introduced a financial element in the bonus for the Group Chief Risk and Compliance Officer. The 2020 bonus for this role will be based
on 40 per cent Group financial measures, 40 per cent functional objectives and 20 per cent personal measures. This is in line with the
current draft of the Hong Kong IA’s guideline on the remuneration of key persons in control functions. It reflects the Committee’s view
that it is important that this role and other control function staff continue to demonstrate long-term commercial sensitivity and are
rewarded in a way which allows the Company to recruit the very best talent to these roles.
AIP payments for all Executive Directors have been previously subject to meeting Solvency II minimum capital thresholds which were
aligned to the Group and business unit risk framework and appetites (as adjusted for any Group Risk Committee and/or business unit risk
committees approved counter-cyclical buffers). This will be replaced with LCSM minimum capital thresholds aligned to the Group and
business unit framework and appetites. No other changes have been made to the bonus performance measures and weightings for the
other Executive Directors.
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CONTINUED
2020 share-based long-term incentive awards
Award levels
No change to the PLTIP award levels of the Group Chief Executive of 400 per cent of base salary or the Group Chief Risk and Compliance
Officer of 250 per cent of base salary are proposed. In recognition of Mark FitzPatrick’s expanded role and responsibilities in 2019,
together with the Board’s view of his strong performance, potential and criticality to the Group, the Committee intends to increase the
value of his long-term incentive award within the current policy limit for 2020 to 300 per cent of base salary (from 250 per cent at
present). This approach is also considered to support the promotion of stewardship and long-term focus.
Performance conditions
The post-demerger Prudential Group is focused on capturing the structural growth opportunity across the Asian and African markets
under Prudential Corporation Asia, its Asian business unit. In the US, its business unit, Jackson, will seek to benefit from the growing
retirement market and to provide enhanced cash generation to the post-demerger Prudential Group.
The Executive Directors’ long-term incentive awards will continue to be made under the PLTIP. The Company will look to build long-term
shareholder value by continuing to focus on achieving sustainable, profitable growth and retaining a resilient balance sheet, with a
disciplined approach to active capital allocation. As set out in the 2018 Directors’ remuneration report and following our conversations
with investors last year, the vesting of the major part of 2019 awards under the PLTIP is dependent on the achievement of a relative TSR
target. As also indicated in last year’s report, this was appropriate in the context of the demerger and the Committee intended to develop
performance measures for 2020 and subsequent years in light of the evolving priorities of the business.
To this end, the Committee will introduce a new return on equity performance measure, operating return on average shareholders’
funds, for the 2020 PLTIP awards, incentivising the efficient use of capital as well as shareholder returns. Using this metric alongside
TSR and a sustainability scorecard will ensure that the full value of long-term incentive awards is attained only where capital is effectively
deployed in a way that creates shareholder returns superior to those delivered by peers while conduct and diversity expectations are
met. The weighting of measures for the 2020 PLTIP awards will be as follows:
— Relative TSR (50 per cent of award);
— A return on equity measure (30 per cent of award); and
— Sustainability scorecard of strategic measures (20 per cent of award).
The proportion of 2020 long-term incentive awards which will vest for threshold performance will remain at 20 per cent. This level of
threshold vesting is formalised in the proposed 2020 Directors’ remuneration policy.
Since these measures are in line with the remuneration requirements for control staff under the draft Hong Kong IA Corporate
Governance Guideline, the weightings of the Group Chief Risk and Compliance Officer’s PLTIP performance targets will be the same as
that of the other Executive Directors.
Relative TSR
Under the Group TSR measure, 20 per cent of the award will vest for TSR at the median of the peer group, increasing to full vesting for
performance within the upper quartile. TSR is measured on a local currency basis since this has the benefit of simplicity and directness
of comparison. A comprehensive review of the TSR peer group which anticipated the Group’s post-demerger footprint was undertaken
for the 2019 PLTIP awards. The companies were selected based on organisational size, product mix and geographical footprint. The peer
group for 2020 PLTIP awards is the same as that used for 2019 and is set out below:
Aegon
Great Eastern
Ping An Insurance
AIA
Lincoln National
Principal Financial
AXA Equitable
Manulife
Prudential Financial
China Taiping Insurance
MetLife
Sun Life Financial
Operating return on average shareholders’ funds
Operating return on average shareholders’ funds is calculated as adjusted IFRS operating profit based on longer-term investment returns
(‘adjusted operating profit’) after tax and net of non-controlling interests divided by average shareholders’ funds, is assessed at Group
level. 20 per cent of the award will vest for achieving the threshold level of performance of 16.7 per cent, increasing to full vesting for
reaching the stretch level of at least 22.9 per cent.
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Sustainability scorecard
Under the 2020 sustainability scorecard, performance will be assessed for each of the four measures, at the end of the three-year
performance period. Performance will be assessed on a sliding scale. Each of the measures has equal weighting and the 2020 measures
are set out below:
Capital measure:
Cumulative three-year ECap Group operating capital generation relative to plan, less cost of capital (based on the
capital position at the start of the performance period).
Vesting basis:
20 per cent vesting for achieving Plan, increasing to full vesting for performance above stretch level. The plan
figure for this metric will be published in the Annual Report for the final year of the performance period.
Capital measure:
Cumulative three-year LCSM operating capital generation relative to plan
Vesting basis:
20 per cent vesting for achieving Plan, increasing to full vesting for performance above stretch level. The plan
figure for this metric will be published in the Annual Report for the final year of the performance period.
Conduct measure: Through strong risk management action, ensure there are no significant conduct/culture/governance issues
that result in significant capital add-ons or material fines.
Vesting basis:
20 per cent vesting for partial achievement of the Group’s expectations, increasing to full vesting for achieving
the Group’s expectations.
Diversity
measure:
Percentage of the Leadership Team that is female at the end of 2022. The target for this metric will be based on
progress towards the goal that the Company set when it signed the Women in Finance Charter, specifically that
30 per cent of our Leadership Team will be female by the end of 2021.
Vesting basis:
20 per cent vests for meeting the threshold of at least 27 per cent of our Leadership Team being female at the
end of 2022, increasing to full vesting for reaching the stretch level of at least 33 per cent being female at that date.
Changes in line with the 2020 Directors’ remuneration policy
Post-directorship share ownership
The Committee is building on the share ownership guidelines which apply to executives during their employment by introducing
a formal, post-employment shareholding guideline. Executive Directors will, on leaving the Board, be required to maintain their
in-employment share ownership guideline for a period of two years or their actual shareholding on the date of their retirement from the
Board if lower. This obligation will be implemented by requiring retiring Executive Directors to obtain clearance to deal in the Company’s
shares during the two years following their retirement in the same way as they must during the time on the Board. No changes have been
made to Executive Directors’ in-employment share ownership guidelines.
Chairman and Non-executive Directors
Fees for the Chairman and Non-executive Directors were reviewed in 2019 with changes effective from 1 July 2019, as set out under the
‘Chairman and Non-executive Director remuneration in 2019’ section. The next review will be effective 1 July 2020. Fees for the
Chairman will be paid in US dollars from May 2020.
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New Directors’ remuneration policy
This section sets out the revised Directors’ remuneration policy which will be put forward to shareholders for a binding vote at the
2020 AGM on 14 May 2020. If approved this policy will apply immediately for three years following the AGM. This policy has evolved
from the current policy which was approved at the AGM held on 18 May 2017 and has applied from that date.
As discussed in the Annual statement from the Chairman of the Remuneration Committee, the current policy has operated as intended.
Full details of the existing policy can be found on pages 135 to 150 of the 2016 Annual Report or on our website at
www.prudentialplc.com/investors/governance-and-policies/directors-remuneration-policy
During 2019, the Committee reviewed the policy, taking into account the demerger, the views of our shareholders, the new UK
Corporate Governance Code, evolving market practice and the broader regulatory and competitive environment. It also considered
workforce remuneration and related policies in the business units across the Group, including how the Company’s incentive
arrangements are aligned with culture. Input was sought from the management team, while ensuring that conflicts of interest were
suitably mitigated.
In reviewing the policy, alternative remuneration structures were considered. Following careful consideration, the Committee decided to
retain the key features of the current remuneration model since it is appropriate for a growth company, is well understood and drives the
right behaviour and outcomes. However, as described in the Chairman’s letter, the Committee felt that it was important to make changes
to specific components in order to:
— Align reward with the strategic priorities and capital framework of the post-demerger business;
— Strengthen the community of interest between executives and other shareholders; and
— Foster alignment between the remuneration of executives and the wider workforce.
Fixed pay policy for Executive Directors
Component and purpose
Operation
Opportunity
Annual salary increases for Executive
Directors will normally be in line with the
increases for other employees unless there
is a change in role or responsibility.
Base salary
Paying salaries at a
competitive level enables
the Company to recruit
and retain key executives.
Prudential’s policy is to offer all Executive Directors
base salaries that are competitive within their
local market.
The Committee reviews salaries annually with changes
normally effective from 1 January. In determining base
salary for each executive, the Committee considers
factors such as:
— Salary increases for other employees across
the Group;
— The performance and experience of the executive;
— The size and scope of the role;
— Group financial performance;
— Internal relativities; and
— External factors such as economic conditions and
market data, taking into account the geographies
and markets in which the Company operates.
While salaries are typically paid in the local currency
of the country where the executive is based, the
Committee may determine that the salary of an
executive is set or paid in an alternative currency.
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Component and purpose
Operation
Opportunity
Benefits
Provided to executives to
assist them in carrying out
their duties efficiently.
Prudential’s policy is for the Committee to have
the discretion to offer Executive Directors benefits
which reflect their individual circumstances and are
competitive within their local market, including:
Expatriate and relocation
benefits allow Prudential
to attract high calibre
executives in the
international talent
market and to deploy
them appropriately
within the Group.
Provision for an income
in retirement
Pension benefits provide
executives with
opportunities to save for
an income in retirement.
— Health and wellness benefits;
— Protection and security benefits;
— Transport benefits;
— Family and education benefits;
— All employee share plans and savings plans;
— Relocation and expatriate benefits; and
— Reimbursed business expenses (including any
tax liability) incurred when travelling overseas
in performance of duties.
Prudential’s policy is to offer all Executive Directors
a pension provision that is competitive and appropriate
in the context of pension benefits for the wider
workforce.
Executives have the option to:
— Receive payments into a defined contribution
scheme; and/or
— Take a cash supplement in lieu of contributions.
In addition, Executive Directors may receive statutory
contributions to mandatory pension arrangements
in the country in which they are based in line with
local requirements.
The maximum paid will be the cost to
the Company of providing these benefits.
The cost of these benefits may vary from
year to year but the Committee is mindful
of achieving the best value from providers.
New Executive Directors, either externally
recruited or promoted from within the
Company, will be entitled to receive pension
contributions or a cash supplement (or a
combination of the two) of 13 per cent of
base salary.
Current Executive Directors are entitled
to receive pension contributions or a cash
supplement (or combination of the two) of
22.5 per cent of base salary from the date
of this Policy (a reduction from 25 per cent
of base salary in the previous Policy) and
20 per cent of base salary from 14 May 2021.
In addition, statutory contributions will be
made to mandatory pension arrangements in
the country in which the Executive Directors
are based, in line with the local requirements.
Annual bonus policy for Executive Directors
Annual bonus
Payments under the Annual Incentive Plan (AIP) incentivise the delivery of stretching financial, functional and/or personal objectives
which are drawn from the annual business plan.
Operation
Currently all Executive Directors participate in the AIP.
The AIP payments for all Executive Directors are subject to the achievement of financial, functional and/or
personal objectives.
Form and timing
of payment
All Executive Directors are required to defer a percentage of their total annual bonus into Prudential shares.
Currently all Executive Directors defer 40 per cent of their bonus for three years, with the remaining proportion
of their bonus paid in cash following the end of the performance year.
The release of deferred bonus awards is not subject to any further performance conditions. Deferred bonus
awards carry the right to accumulate an amount to reflect the dividends paid on the released shares during the
deferral period. These dividend equivalents will normally be settled in shares, but there is the flexibility to deliver
them in cash.
The Committee has the authority to apply clawback and/or a malus adjustment to all, or a portion of, the cash and
deferred award elements of the bonus. More details about clawback and malus are set out below. See the ‘Policy
on corporate transactions’ section for details of the Committee’s powers in the case of corporate transactions.
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Determining
annual bonus
awards
Opportunity
Performance
measures
Amendments
Committee
discretions
In assessing financial performance, the Committee determines the AIP award for each Executive Director
with reference to the performance achieved against approved performance ranges.
In assessing performance, the Committee will take into account the personal performance of the Executive
Director and the Group’s risk framework and appetite, as well as other relevant factors. To assist them in their
assessment the Committee considers advice from the Group Risk Committee on adherence to the Group’s
risk framework and appetite and to all relevant conduct standards.
The Committee may adjust the formulaic outcome based on the performance targets to reflect the underlying
performance of the Company by applying discretion within the limits of the Policy. The Committee will disclose
in the next Directors’ Remuneration Report where discretion is used.
The maximum AIP opportunity is up to 200 per cent of salary for Executive Directors. Annual awards are
disclosed in the relevant Annual report on remuneration.
The Committee has the discretion, for each Executive Director, to determine the specific performance conditions
attached to each AIP cycle and to set annual targets for these measures with reference to the business plans
approved by the Board. The financial measures used for the AIP will typically include profit and cash flow targets
and payments depend on the achievement of minimum capital thresholds and operation within the Board
approved risk framework and appetite. For the measures to be used in 2020, please refer to the Annual report
on remuneration.
No bonus is payable under the AIP for performance at or below the threshold level, increasing to 100 per cent
for achieving or exceeding the maximum level.
The weightings of the performance measures for 2020 for all Executive Directors, other than the Group Chief Risk
and Compliance Officer, are 80 per cent Group financial measures and 20 per cent personal measures. For the
Group Chief Risk and Compliance Officer, the weightings of performance measures for 2020 are 40 per cent
Group financial measures, 40 per cent functional objectives and 20 per cent personal measures.
The Committee retains the discretion to adjust and/or set different performance measures and/or targets
if events occur (such as a change in strategy, a material acquisition and/or divestment of a Group business,
a change in share capital of the Company, a change in the capital framework, or the requirements of the
Company’s regulators or a change in prevailing market conditions) which cause the Committee to determine
that the measures and/or targets are no longer appropriate and that amendment is required so that they achieve
their original purpose (or comply with such regulatory requirements).
The Committee may make amendments to the rules of the deferred bonus plan which it considers appropriate
(such as amendments which benefit the administration of the plan) but it will not make any amendments which
are incompatible with the approved Directors’ remuneration policy.
In determining awards under the AIP, the Committee retains the discretion to adjust the formulaic outcome
against any or all measures if it considers that the outcome does not reflect the underlying financial or non-
financial performance of the participant or any member of the Group over the performance period and/or there
exists any other reason why an adjustment is appropriate, taking into account such factors as the Committee
considers relevant.
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Long-term incentive policy for Executive Directors
Prudential Long Term Incentive Plan (PLTIP)
The Prudential Long Term Incentive Plan is designed to incentivise the delivery of:
— Longer-term business plans;
— Sustainable long-term returns for shareholders; and
— Group strategic priorities, such as disciplined risk and capital management.
Operation
Currently all Executive Directors participate in the PLTIP.
Prudential’s policy is that Executive Directors may receive long-term incentive awards with full vesting only
achieved if the Company meets stretching performance targets.
The rules of the PLTIP were approved by shareholders in 2013. Subsequent to this, minor amendments have
been made to the rules to incorporate clawback provisions, provide for a holding period and to ensure participants
were no better or no worse off as a result of the demerger of M&G plc from Prudential plc.
Granting awards
The PLTIP is a conditional share plan: the shares which are awarded will ordinarily vest after three years to the
extent that performance conditions have been met. If performance conditions are not achieved, the unvested
portion of any award lapses and performance cannot be retested.
The PLTIP has a three-year performance period (although the Committee has the discretion to apply shorter
or longer performance periods when the PLTIP is used for buy-out awards on recruitment – see the ‘Approach
to recruitment remuneration’ section).
Holding period
Awards made under this Policy are normally subject to a holding period which ends on the fifth anniversary of the
award (except for buyout awards made under the PLTIP or, for example, in the case of the death of an executive).
The Company may sell such number of shares as is required to satisfy any tax liability that arises on vesting.
The balance of shares will be subject to the holding period.
Determining
the release
of the award
The Committee has the authority to apply clawback and/or a malus adjustment to all, or a portion of, a PLTIP
award. More details about clawback and malus are set out below.
Awards carry the right to accumulate an amount to reflect the dividends paid on the released shares, during the
period between the awards being granted and the award vesting. Dividend equivalents will normally be settled
in shares, but there is the flexibility to deliver them in cash.
Opportunity
The value of shares awarded under the PLTIP (in any given financial year) may not exceed 550 per cent of the
executive’s annual basic salary.
Awards made in a particular year are usually significantly below this limit.
In 2020, the Committee intends to make awards at the following levels under the PLTIP (as a percentage
of base salary):
Group Chief Executive
400 per cent
Group Chief Financial Officer and Chief Operating Officer
300 per cent
Group Chief Risk and Compliance Officer
250 per cent
The Committee would consult with major shareholders before making any increase to current award levels.
Award levels are disclosed in the relevant Annual report on remuneration.
The maximum vesting under the PLTIP is 100 per cent of the original share award plus accrued dividend
equivalents.
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NEW DIRECTORS’ REMUNERATION POLICY
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Performance
measures
Committee
discretions
The performance conditions attached to PLTIP 2020 awards for all Executive Directors are:
— Relative TSR (50 per cent of award);
— A Return on Equity measure (30 per cent of award); and
— Sustainability scorecard measures (20 per cent of award).
Using a Return on Equity metric alongside TSR and a sustainability scorecard will ensure that the full value of
long-term incentive awards is attained only where capital is effectively created and deployed in a way which
creates shareholder returns superior to those delivered by peers while conduct and diversity expectations
are met.
The Committee may decide to attach different performance conditions and/or change the conditions’ weighting
for future PLTIP awards. The performance conditions attached to each award will be disclosed in the relevant
Annual report on remuneration.
Relative TSR is measured over three years. 20 per cent of this portion of each award will vest for achieving the
threshold level of median, increasing to full vesting for meeting the stretch level of upper quartile. TSR is
measured against a peer group of international insurers similar to Prudential in size, geographic footprint and
products. The peer group for each award is disclosed in the relevant Annual report on remuneration.
Three year cumulative Return on Equity, defined as Operating return on average shareholder funds, calculated as
adjusted IFRS operating profit based on longer-term investment returns (‘adjusted operating profit’) after tax and
net of non-controlling interests divided by average shareholder funds, is assessed at Group level. Threshold and
maximum achievement levels will be set at the beginning of the performance periods in line with the three-year
business plan. 20 per cent of this portion of the award will vest for achieving threshold performance increasing to
full vesting for meeting stretch targets.
Performance against the measures in the scorecard of sustainability measures is assessed at the end of the
three-year performance period. For the 2020 awards these measures will be equally weighted. 20 per cent of this
portion of the award will vest for achieving threshold performance increasing to full vesting for meeting stretch
targets. The scorecard measures for each award are disclosed in the relevant Annual report on remuneration for
the year of grant.
The Committee also considers advice from the Group Risk Committee on whether results were achieved within
the Group’s and business units’ risk framework and appetite and to all relevant conduct standards.
For any award made under the PLTIP to vest, the Committee must be satisfied that the quality of the Company’s
underlying financial performance justifies the level of reward delivered at the end of the performance period. The
Committee receives data about factors such as risk management and the cost of capital to support their decision.
The Committee has the discretion to alter or disapply the holding period if it believes that it is appropriate. See the
‘Policy on corporate transactions’ section for details of the Committee’s powers in the case of corporate transactions.
The Committee retains the ability to amend the performance conditions and/or targets attached to an award and/
or set different performance measures (or to revise the weighting of measures) which apply to new or outstanding
long-term incentive awards if:
— events occur which cause the Committee to determine that circumstances relevant to the performance
conditions have changed such that the measures described in this section are no longer appropriate; and
— that amendment is required so that they achieve their original purpose, provided the Committee is satisfied
that the amended measure and/or target range will be a fairer measure of performance and no more or less
demanding than the original condition.
Examples of such events could include a change in strategy, a material acquisition and/or divestment of a Group
business or a change in the share capital of the Company, a change in the requirements of the Company’s
regulators or a change in prevailing market conditions. The Committee would seek to consult with major
shareholders before revising performance conditions on outstanding awards under the PLTIP.
It is the intention of the Committee that PLTIP awards should normally reflect the outcomes of performance
measures set. However, the Committee may, in its discretion, adjust (including by reducing to nil) the formulaic
outcome under the PLTIP if it considers that:
(i) the extent to which any performance condition has been met does not reflect the underlying financial or
non-financial performance of the participant or any member of the Group over the performance period; or
(ii) there exists any other reason why an adjustment is appropriate, taking into account such factors as the
Committee considers relevant, including the context of circumstances that were unexpected or unforeseen
at the date of grant.
Amendments
The Committee may make amendments to the rules of the Plan which are minor and benefit the administration
of the Plan, which take account of any changes in legislation, and/or which obtain or maintain favourable tax,
exchange control or regulatory treatment. Otherwise no amendments may be made to certain key provisions
of the PLTIP to the advantage of participants without prior shareholder approval.
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Share ownership guidelines for Executive Directors
It is imperative that the Company’s remuneration arrangements align the interests of executives and other shareholders. The following
reinforces this alignment.
In-employment
guidelines
Under the Articles of Association, all Executive Directors are required to hold at least 2,500 shares and have one
year, from their date of appointment to the Board, to acquire these.
The share ownership guidelines for the Executive Directors during their employment are:
— 400 per cent of salary for the Group Chief Executive;
— 250 per cent of salary for the Group Chief Financial Officer and Chief Operating Officer; and
— 250 per cent of salary for the Group Chief Risk and Compliance Officer.
Executives normally have five years from the later of the date of their appointment or promotion, or the date of
an increase in these guidelines, to build this level of ownership. Shares earned and deferred under the AIP are
included in calculating the Executive Director’s shareholding for these purposes, as are shares held by members
of an Executive Director’s household. Unvested share awards under long-term incentive plans are not included
but vested share awards under long-term incentive plans which are subject to the holding period are included.
Progress against the share ownership guidelines is detailed in the ‘Statement of Directors’ shareholdings’ section
of the Annual report on remuneration.
Should an Executive Director not meet the share ownership guidelines, the Remuneration Committee retains the
discretion to determine how this should be addressed, taking account all of the prevailing circumstances. In the
absence of mitigating circumstances, if an Executive Director fails to comply with the share ownership guideline
in the required timeframe and has not (in the opinion of the Remuneration Committee) taken reasonable steps
to achieve compliance, despite encouragement to do so, then the Remuneration Committee may take steps
including preventing the individual from selling shares/ADRs or mandating the use of any cash bonuses to buy
Prudential plc shares/ADRs.
Post Directorship
guidelines
When an Executive Director leaves the Board, they will be required to hold the lower of their actual shareholding
on the date of their retirement from the Board and their in-employment share ownership guideline for a period
of two years.
The Committee has the discretion to disapply or reduce this requirement in extenuating circumstances, for
example if the Executive Director takes up a role with a Regulator or for compassionate reasons (such as genuine
financial hardship or on death).
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Malus and clawback policy
As detailed in the policy table, the Committee may apply clawback and/or a malus adjustment to variable pay in certain circumstances
as set out below. The Committee can delay the release of awards pending the completion of an investigation which could lead to the
application of malus or clawback.
Malus
(applies in respect of any
annual bonus or long-term
incentive award)
Allows unvested shares
awarded under deferred bonus
and LTIP plans to be forfeited
or reduced in certain
circumstances.
Clawback
Allows cash and share awards,
including shares subject to the
holding period, to be recovered
before or after release in
certain circumstances.
Circumstances when the Committee may exercise its discretion to apply malus or clawback to an award
Where a business decision taken during the performance period by the business which the participant
leads has resulted in a material breach of any law, regulation, code of practice or other instrument that
applies to companies or individuals within the business.
Where there is a materially adverse restatement of the accounts for any year during the performance
period of (i) the business unit in which the participant worked at any time in that year; and/or (ii) any
member of the Group which is attributable to incorrect information about the affairs of that business
unit; or (iii) for awards made in 2020 or later, it becomes apparent that the calculation of payments was
based on erroneous or misleading data or otherwise incorrect.
Where an individual’s personal conduct during the relevant performance period has resulted in
the Company, or any member of the Group, suffering significant reputational or financial damage;
the potential to cause significant reputational or financial damage; and/or the material breach of the
Group’s business code of conduct or law.
Where any matter arises which the Committee believes affects or may affect the reputation of the
Company or any member of the Group.
Clawback may be applied:
— For the PLTIP, where at any time before the fifth anniversary of the award date, and
— For the AIP, where at any time before the fifth anniversary of the end of the bonus performance
period
where either (i) there is a materially adverse restatement of the Company’s published accounts in
respect of any financial year which (in whole or part) comprised part of the performance period; or
(ii) it becomes apparent that a material breach of a law or regulation took place during the performance
period which resulted in significant harm to the Company or its reputation, and the Committee
considers it appropriate, taking account of the extent of the participants’ responsibility for the relevant
restatement or breach, that clawback be applied to the relevant participant; or (iii) for awards made
in 2020 or later, it becomes apparent that the calculation of payments was based on erroneous or
misleading data or otherwise incorrect.
Where an individual’s personal conduct during the relevant performance period has resulted in
the Company, or any member of the Group, suffering significant reputational or financial damage;
the potential to cause significant reputational or financial damage; and/or the material breach of the
Group’s business code of conduct or law.
Notes to the remuneration policy table for Executive Directors
Committee’s judgement
The Committee is required to make judgements when assessing Company and individual performance under the Directors’
remuneration policy. In addition, the Committee has discretions under the Company’s share plans, for example, determining if a leaver
should retain or lose their unvested awards and whether to apply malus or clawback to an award. Exercise of such discretion during the
year will be reported and explained in the next Annual report on remuneration.
The Committee may approve payments or awards in excess of, in a different form to, or calculated or delivered other than as described
above, where the Committee considers such changes necessary or appropriate in light of regulatory requirements. If these changes are
considered by the Committee to be material, the Company will seek to consult with its major shareholders.
Determining the performance measures
The Committee selected the performance measures that currently apply to variable pay plans on the following basis:
AIP
The performance measures are selected to incentivise the delivery of the Group’s business plan, specifically to ensure that financial
objectives are delivered while maintaining adequate levels of capital. Executives are also rewarded for the achievement of functional
and/or personal objectives. These objectives include the executive’s contribution to Group strategy as a member of the Board,
achievement of the Group’s strategic priorities and, for the Group Chief Risk and Compliance Officer, specific goals related to the
Risk and Compliance function.
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PLTIP
Awards made under the PLTIP in 2020 are subject to the achievement of Return on Equity, relative TSR and a sustainability scorecard :
— Return on Equity was selected as a performance measure for the PLTIP because it is a familiar measure for investors, is comparable
across the market and also aligns performance incentives to the generation of long-term shareholder value.
— Relative TSR was selected as a performance measure because it focuses on the value delivered to shareholders – aligning the
long-term interests of shareholders with those of executives.
— A sustainability scorecard was selected to ensure an alignment with the Group’s strategic objectives, which are approved by the Board
each year, and to reflect Prudential’s cultural values.
The Committee may decide to attach different performance conditions and/or change the conditions’ weighting for future PLTIP awards.
Setting the performance ranges for financial targets
Where variable pay has performance conditions based on business plan measures (for example the financial metrics of the AIP and the
Return on Equity element of the PLTIP) the performance ranges are set by the Committee prior to, or at the beginning of, the performance
period. Performance is based on the annual and longer-term plans approved by the Board. These reflect the long-term ambitions of the
Group and business units, in the context of anticipated market conditions.
For market-based performance conditions (eg relative TSR) the Committee requires that performance is in the upper quartile, relative
to Prudential’s peer group, for awards to vest in full.
Targets used to determine annual bonus outcomes will be disclosed in the Directors’ remuneration report for the year for which the
bonus is paid.
Wherever possible, the targets attached to long-term incentive awards will be disclosed prospectively at the time of the award.
Where long-term incentive targets are commercially sensitive, they will be published in the Annual Report for the final year of the
performance period.
Key differences between Directors’ remuneration and the remuneration of the wider workforce
Across the Group, remuneration is reviewed regularly with the intention that all employees are paid appropriately in the context of their
local market and given their individual skills, experience and performance. The Committee regularly receives information on workforce
remuneration and related policies and takes this into account when determining Executive Director remuneration, for example it
considers salary increase budgets for the workforce when determining the salaries of Executive Directors.
The remuneration principles that apply to Executive Directors are cascaded to employees as appropriate. Employees are regularly
provided with an explanation of how decisions on executive pay are made and how they reflect the wider Company remuneration policy.
Legacy payments
The Committee reserves the right to make any remuneration payments and/or payments for loss of office (including exercising any
discretions available to it in connection with such payments) notwithstanding that they are not in line with the policy set out above
where the terms of the payment were agreed (i) before 15 May 2014 (the date the Company’s first shareholder-approved Directors’
remuneration policy came into effect); (ii) before this policy came into effect, provided that the terms of the payment were consistent
with the shareholder-approved Directors’ remuneration policy in force at the time they were agreed; or (iii) at a time when the relevant
individual was not a Director of the Company and, in the opinion of the Committee, the payment was not in consideration for the
individual becoming or having been a Director of the Company. For these purposes ‘payments’ includes the Committee satisfying awards
of variable remuneration and, in relation to an award over shares, the terms of the payment are ’agreed’ at the time the award is granted.
References to ‘shares’
In this policy, references to shares include American Depositary Receipts (ADRs). Directors may receive awards denominated in ADRs
rather than shares.
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Scenarios of total remuneration
The chart below provides an illustration of the future total remuneration for each Executive Director in respect of their
remuneration opportunity for 2020. Four scenarios of potential outcome are provided based on underlying assumptions shown
in the notes to the chart.
The Committee is satisfied that the maximum potential remuneration of the Executive Directors is appropriate. Prudential’s policy is to
offer Executive Directors remuneration which reflects the performance and experience of the executive, internal relativities and Group
financial and non-financial performance. In order for the maximum total remuneration to be payable:
— Financial performance must exceed the Group’s stretching business plan;
— Relative TSR must be at or above the upper quartile relative to the peer group;
— The sustainability scorecard, aligned to the Group’s strategic priorities, must be fully satisfied;
— Functional and personal performance objectives must be fully met; and
— Performance must be achieved within the Group’s risk framework and appetite.
The fourth scenario below illustrates the maximum potential remuneration (shown in the third scenario) on the assumption that the
Company’s share price grows by 50 per cent over three years.
£000
12,000
10,000
8,000
6,000
4,000
2,000
1,099
100%
0
4,785
49%
28%
23%
3,175
44%
21%
35%
5,949
59%
23%
18%
5,369
52%
25%
23%
4,434
42%
30%
28%
3,032
37%
22%
41%
1,256
100%
11,037
64%
8,693
5,646
54%
50%
21%
29%
1,661
100%
27%
21%
19%
15%
Minimum
In line with
expectations
Maximum
Share price
growth
Minimum
In line with
expectations
Maximum
Share price
growth
Minimum
In line with
expectations
Maximum
Share price
growth
Mark FitzPatrick
James Turner
Mike Wells
Fixed
Short-term incentives
Long-term incentives
Notes
The scenarios in the chart above have been calculated on the following assumptions:
Minimum
In line with expectations
Maximum
Share price growth
Fixed pay
Base salary at 1 January 2020.
Pension allowance for the year has been calculated
at 22.5% of salary in line with this policy
Estimated value of benefits based on amounts paid in 2019.
James Turner is paid in HK$ and figures have been converted
to GBP for the purposes of this chart.
Annual bonus
No bonus paid.
50% of maximum AIP.
100% of maximum AIP.
No PLTIP vesting.
Long-term
incentives
(excludes
dividends)
Vesting of 60% of award
under PLTIP (midway
between threshold and
maximum)
Vesting of 100% of
award under PLTIP.
Vesting of 100% of
award under PLTIP
plus share price
growth of 50 per cent
over three years.
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Approach to recruitment remuneration
The table below outlines the approach that Prudential will take when recruiting a new Executive Director. This approach would also apply
to internal promotions.
The approach to recruiting a Non-executive Director or a Chairman is outlined on page 188.
Element
Base pay
Benefits
and pension
Variable
remuneration
opportunity
Awards and
contractual rights
forfeited when
leaving previous
employer
Principles
Potential variations
The salary for a new Executive Director will be set using the
approach set out in the fixed pay policy table on page 174.
The benefits for a new Executive Director will be consistent
with those outlined in the fixed pay policy table.
The variable remuneration opportunities for a new Executive
Director would be consistent with the limits and structures
outlined in the variable pay policy table.
On joining the Board from within the Group, the Committee
may allow an executive to retain any outstanding deferred bonus
and/or long-term incentive awards and/or other contractual
arrangements that they held on their appointment. These awards
(which may have been made under plans not listed in this policy)
would remain subject to the original rules, performance conditions
and vesting schedule applied to them when they were awarded.
If an externally-appointed Executive Director forfeits one
or more bonuses (including outstanding deferred bonuses)
on leaving a previous employer, these payments or awards
may be replaced in either cash, Prudential shares or options
over Prudential shares with an award of an equivalent value.
Replacement awards will normally be released on the same
schedule as the foregone bonuses.
If an externally-appointed Executive Director forfeits one or more
long-term incentive awards on leaving a previous employer, these
may be replaced with Prudential awards with an equivalent value.
Replacement awards will generally be made under the terms of
a long-term incentive plan approved by shareholders, and vest
on the same schedule as the foregone awards. Where foregone
awards were subject to performance conditions, performance
conditions will normally be applied to awards replacing foregone
long-term incentive awards; these will usually be the same as those
applied to the long-term incentive awards made to Prudential
executives in the year in which the forfeited award was made.
The Committee may consider
compensating a newly-appointed
executive for other relevant contractual
rights forfeited when leaving their
previous employer.
The use of Listing Rule 9.4.2 to facilitate the
recruitment of an Executive Director is now
only relevant in ‘unusual circumstances’.
The Committee does not anticipate using
this rule on a routine basis but reserves
the right to do so in an exceptional
circumstance. For example, this rule may
be required if, for any reason, like-for-like
replacement awards on recruitment could
not be made under existing plans.
This provision would only be used to
compensate for remuneration forfeited
on leaving a previous employer.
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Policy on payment on loss of office
Element
Principle
Potential variations
Notice periods
Outstanding
deferred bonus
awards
Unvested
long-term
incentive awards
If an Executive Director is dismissed for cause their
contract would be terminated with immediate effect
and they would not receive any payments in relation
to their notice period.
Should an executive die, their estate would not be
entitled to receive payments and benefits in respect
of their notice period – provisions are made under the
Company’s life assurance scheme to provide for this
circumstance.
Should an Executive Director step down from the
Board but remain employed by the Group, they would
not receive any payment in lieu of notice in respect of
their service as a Director.
The Company’s policy is that Executive Directors’
service contracts will not require the Company to give
an executive more than 12 months’ notice without prior
shareholder approval. A shorter notice period may be
offered where this is in line with market practice in an
executive’s location.
The Company is required to give to, and to receive
from, each of the current Executive Directors
12 months’ notice of termination. An Executive Director
whose contract is terminated would be entitled to
12 months’ salary and benefits in respect of their
notice period. The payment of the salary and benefits
would either be phased over the notice period or,
alternatively, a payment in lieu of notice may be made.
In agreeing the terms of departure for any Executive
Director, other than on death or disablement, the
Company will have regard to the need to mitigate the
costs for the Company, which would be reduced or
cease if departing Executives secure alternative paid
employment during the notice period.
The treatment of outstanding deferred bonuses will be
decided by the Committee taking into account the
circumstances of the departure including the
performance of the Executive Director.
Deferred bonus awards are normally retained by
participants leaving the Company. Awards will vest on
the original timetable and will not normally be released
early on termination.
Prior to release, awards remain subject to the malus
terms originally applied to them. The clawback
provisions will continue to apply.
Any Executive Director dismissed for cause would
forfeit all outstanding deferred bonus awards.
Should an executive die, outstanding deferred bonus
awards will be released as soon as possible after the
date of death.
Should an Executive Director step down from the
Board but remain employed by the Group, they would
retain any outstanding deferred bonus awards.
These awards would remain subject to the original
rules and vesting schedule applied to them when they
were awarded.
The treatment of unvested long-term incentives will be
decided by the Committee taking into account the
circumstances of the departure including the
performance of the Executive Directors.
Where an Executive Director is determined to be a
good leaver, unvested long-term incentive awards will
normally subsist. These awards will ordinarily be
pro-rated based on time employed, will vest on the
original timescale and will remain subject to the original
performance conditions assessed over the entire
performance period.
Good leavers are defined as injury or disability,
retirement with the approval of the employing
company, the employing company ceasing to be a
member of the Group, the business in which the
individual is employed being transferred to a transferee
that is not a member of the Group, or any other
circumstances at the discretion of the Committee.
Individuals who die in service will also be treated as
good leavers.
Where an individual is not determined to be a good
leaver, unvested long-term incentive awards will lapse
on cessation of employment.
Prior to release, awards remain subject to the malus
and clawback terms and holding periods originally
applied to them.
Any Executive Director dismissed for cause would
forfeit all unvested long-term incentive awards.
If the Committee has judged that the departing
Executive Director should retain their unvested
long-term incentive awards with the expectation that:
(i) the Executive Director is retiring from their
professional executive career; and/or
(ii) the Executive Director will not be seeking to secure
alternative employment with another organisation
of comparable size as the Company or that is within
the financial services sector
the Committee retains the power to lapse all unvested
long-term incentive awards should the Committee
deem that the Executive Director has secured similar
paid executive employment elsewhere.
On death, disablement and in other exceptional
circumstances, the Committee has discretion to
release unvested long-term incentive awards earlier
than the end of the vesting period. The malus and
clawback provisions will continue to apply.
Should an Executive Director step down from the
Board but remain employed by the Group, an
executive would retain any outstanding long-term
incentive awards which they held on their change of
role. These awards would remain subject to the original
rules, performance conditions and vesting schedule.
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Element
Principle
Potential variations
On death, disablement and in other exceptional
circumstances, the Committee has discretion to
release vested long-term incentive awards earlier than
the end of the holding period. The malus clawback
provisions will continue to apply.
Should an Executive Director step down from the
Board but remain employed by the Group, they would
retain any vested long-term incentive awards that
remain subject to the holding period. These awards
would remain subject to the original rules and release
schedule applied to them when they were awarded
(ie the holding period will continue to apply).
Any Executive Director dismissed for cause would not
be eligible for any bonus that has not been paid.
Should an Executive Director die whilst serving as an
employee a time pro-rated bonus may be awarded. In
such circumstances, deferral will not be applied and
the payment will be made solely in cash.
The Committee may decide to award an executive
stepping down from the Board but remaining with the
Group a bonus pro-rated to reflect the portion of the
financial year which had elapsed on the date of their
change of role. This would be calculated with reference
to financial, functional and/or personal performance
measures in the usual way. The Committee may
determine that a portion of such a bonus must
be deferred.
Vested long-term
incentive awards,
subject to the
holding period
Bonus for final
year of service
Other payments
The treatment of vested long-term incentives will be
decided by the Committee taking into account the
circumstances of the departure.
Executive Directors will normally retain their vested
long-term incentive awards that remain subject to the
holding period. Normally these awards will be released
in accordance with the original timescale and will
remain subject to the holding period.
Prior to release, awards remain subject to the malus
and clawback terms originally applied to them.
The payment of a bonus for the final year of service will
be decided by the Committee giving full consideration
to the circumstances of the departure including the
performance of the Executive Director.
The Committee may award a departing executive a
bonus which will usually be pro-rated to reflect the
portion of the final financial year in which they served
which had elapsed on the last day of their employment.
Any such bonus would be calculated with reference
to financial, functional and/or personal performance
measures in the usual way. The normal portion of any
such bonus awarded must be deferred.
Consistent with other employees, Executive Directors
may receive payments to compensate them for the
loss of employment rights on termination. Payments
may include:
— A nominal amount for agreeing to non-solicitation
and confidentiality clauses;
— Directors and Officers insurance cover for a
specified period following the executives’
termination date;
— Payment for outplacement services;
— Reimbursement of legal fees; and
— Repatriation assistance.
The Committee reserves the right to make additional
exit payments where such payments are made in
good faith:
— In discharge of an existing legal obligation (or by
way of damages for breach of such an obligation); or
— By way of settlement or compromise of any claim
arising in connection with the termination of a
Director’s office or employment.
Post-Directorship
guidelines
When an Executive Director leaves the Board they will
be subject to post-Director Share ownership guidelines.
Further details are included in the section on ‘Share
ownership guidelines for Executive Directors’.
Further details are included in the section on ‘Share
ownership guidelines for Executive Directors’.
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CONTINUED
Policy on corporate transactions
Treatment
Deferred Annual Incentive Plan Awards
In the event of a corporate transaction (eg takeover, material merger, winding up etc),
the Committee will determine whether awards will:
— Vest in part or in full;
— Continue in accordance with the rules of the plan; and/or
— Lapse and, in exchange, the participant will be granted an award under any other
share or cash incentive plan which the Committee considers to be broadly equivalent
to the award.
Prudential Long Term Incentive Plan
In the case of a corporate transaction (eg takeover, material merger, winding up etc),
the Committee will determine whether awards will:
— Be exchanged for replacement awards (either in cash or shares) of equal value unless
the Committee and successor company agree that the original award will continue; or
— Vest in part or in full and be released.
Where awards vest/ are released the Committee will have regard to the performance
of the Company, the time elapsed between the date of grant and the relevant event
and any other matter that the Committee considers relevant or appropriate.
Service contracts
Executive Directors’ service contracts provide details of the broad types of remuneration to which they are entitled, and about the
kinds of plans in which they may be invited to participate. The service contracts offer no certainty as to the value of performance-related
reward and confirm that any variable payment will be at the discretion of the Company.
Copies of the service contract between the Prudential Group and each of the Executive Directors are available for inspection at
Prudential’s registered office during normal hours of business and will also be available at any General Meeting of the Company.
Details of the duration of the Executive Directors’ service contracts are set out in the ‘Directors’ terms of employment and external
appointments’ section of the Annual report on remuneration.
Statement of consideration of conditions elsewhere in the Company
Across the Group, remuneration is reviewed regularly with the intention that all employees are paid appropriately in the context of
their local market and given their individual skills, experience and performance. Each business unit’s salary increase budget is set with
reference to local market conditions. The Committee considers salary increase budgets across the workforce when determining the
salaries of Executive Directors.
Prudential does not specifically consult with employees when setting the Directors’ remuneration policy: Prudential is a global
organisation with employees and agents in multiple business units and geographies. We do have a mechanism for designated
Non-executive Directors to gather employees’ views on a range of topics and for these views to be represented to the Board. As many
employees are also shareholders, they are able to participate in binding votes on the Directors’ remuneration policy and annual votes
on the Annual report on remuneration.
Statement of consideration of shareholder views
The Committee and the Company undertake regular consultation with key institutional investors on the Directors’ remuneration policy
and implementation. This engagement is led by the Committee Chairman and is an integral part of the Company’s investor relations
programme. The Committee is grateful to shareholders for the feedback that is provided and takes this into account when determining
executive remuneration.
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Remuneration policy for Non-executive Directors and the Chairman
Fees
Benefits
Share Ownership Guidelines
Non-executive Directors do
not currently receive benefits
or a pension allowance or
participate in the Group’s
employee pension schemes.
Travel and business expenses
for Non-executive Directors
are incurred in the normal
course of business, for
example, in relation to
attendance at Board and
Committee meetings. The
costs associated with these are
all met by the Company,
including any tax liabilities
arising on these business
expenses.
Under the Articles of
Association, all Non-executive
Directors are required to hold
at least 2,500 shares and have
one year, from their date of
appointment to the Board,
to acquire these.
It is further expected that
Non-executive Directors will
hold shares with a value
equivalent to one times the
annual basic fee (excluding
additional fees for
chairmanship and membership
of any committees).
Non-executive Directors will
normally be expected to attain
this level of share ownership
within three years of their date
of appointment.
Non-executive
Directors
All Non-executive Directors receive a basic
fee for their duties as a Board member.
Additional fees are paid for added
responsibilities such as chairmanship
and membership of committees, acting
as the Senior Independent Director or
designation to carry out the workforce
engagement role. Fees are paid to
Non-executive Directors, subject to the
appropriate deductions.
The basic and additional fees are reviewed
annually by the Board with any changes
effective from 1 July. In determining the
level of fees the Board considers:
— The time commitment and other
requirements of the role;
— Group financial performance;
— Salary increases for all employees; and
— Market data.
If, in a particular year, the number of
meetings is materially greater than usual,
the Company may determine that the
provision of additional fees in respect
of that year is fair and reasonable.
Should a new committee be formed,
or the remit of an existing committee
be materially expanded, the new or
additional fees paid for the chairmanship
or membership of the committee will be
commensurate with the new or additional
responsibilities and time commitment
involved.
Non-executive Directors are not eligible
to participate in annual bonus plans or
long-term incentive plans.
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Chairman
Fees
Benefits
Share Ownership Guidelines
Under the Articles of
Association, the Chairman is
required to hold at least 2,500
shares and has one year, from
their date of appointment to
the Board, to acquire these.
The Chairman has a share
ownership guideline. This is
currently one times the annual
fee and it is normally expected
that this level of share
ownership would be attained
within five years of the date
of appointment.
The Chairman receives an annual fee for
the performance of their role. This fee is
agreed by the Committee and is paid to the
Chairman in cash, subject to the
appropriate deductions. On appointment,
the fee may be fixed for a specified period
of time. Following the fixed period
(if applicable) this fee will be reviewed
annually. Changes in the fee are effective
from 1 July.
In determining the level of the fee for the
Chairman the Committee considers:
— The time commitment and other
requirements of the role;
The Chairman may be offered
benefits including:
— Health and wellness
benefits;
— Protection and security
benefits;
— Transport benefits;
— Reimbursement of business
expenses (and any
associated tax liabilities)
incurred when travelling
overseas in performance
of duties; and
— The performance and experience
— Relocation and expatriate
of the Chairman;
— Internal relativities;
— Company financial performance; and
— Market data.
The Chairman is not eligible to participate
in annual bonus plans or long-term
incentive plans.
benefits (where
appropriate).
The maximum paid will be
the cost to the Company of
providing these benefits.
The Chairman is not eligible
to receive a pension allowance
or to participate in the Group’s
employee pension schemes.
Recruitment of a new Chairman or Non-executive Director
The fees for a new Non-executive Director will be consistent with the current basic fee paid to other Non-executive Directors (as set out
in the Annual report on remuneration for that year) and will be reflective of their additional responsibilities as chair and/or members of
Board committees.
The fee for a new Chairman will be set with reference to the time commitment and other requirements of the role, the experience of the
candidate, as well as internal relativities among the other Executive and Non-executive Directors. To provide context for this decision,
data would be sought for suitable market reference point(s).
Notice periods – Non-executive Directors and Chairman
Non-executive Directors are appointed pursuant to letters of appointment with notice periods of six months without liability for
compensation. A contractual notice period of 12 months by either party applies for the Non-executive Chairman. The Chairman would
not be entitled to any payments for loss of office. Details of the individual appointments of the Chairman and Non-executive Directors
are set out in the ‘Letters of appointment of the Chairman and Non-executive Directors’ section of the Annual report on remuneration.
For information on the terms of appointment for the Chairman and Non-executive Directors please see page 168.
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Changes from 2017 policy
The proposed Directors’ remuneration policy generally reflects that approved by shareholders in May 2017. The principal differences
are set out below. Additionally, minor changes have been made to provide alignment with the UK Corporate Governance Code and to
generally improve clarity.
— The Solvency II capital metric in the AIP and PLTIP scorecard is to be replaced with a Pillar I capital metric;
— The weightings of the AIP performance measures for the Group Chief Risk and Compliance Officer are 40 per cent Group financial
measures, 40 per cent functional objectives and 20 per cent personal measures. In the 2017 policy, the measures were entirely based
on a combination of personal and functional measures;
— A Return on Equity measure replaces the operating profit measure in the PLTIP;
— Under the PLTIP, 20 per cent of each portion of the award will vest for achieving threshold performance. This change was
implemented for 2019 PLTIP awards and it is now reflected in this policy. For prior awards, threshold performance resulted in
25 per cent of awards vesting;
— The Committee intends to make a 2020 PLTIP award of 300 per cent of salary to the Group Chief Financial Officer and Chief Operating
Officer (increased from 250 per cent of salary);
— From the date of this policy, current Executive Directors will receive pension contributions of 22.5 per cent of base salary, reducing
to 20 per cent of base salary from 14 May 2021. New Executive Directors, either externally recruited or promoted from within the
Company, will be entitled to receive pension contributions or a cash supplement (or a combination of the two) of 13 per cent of base
salary. In addition, statutory contributions will continue to be made to mandatory pension arrangements in the country in which the
Executive Directors are based in line with the local requirements. The 2017 policy offered all Executive Directors pension benefits
of 25 per cent of salary; and
— Executive Directors will, on leaving the Board, be required to hold the lower of their actual shareholding on the date of their retirement
from the Board and their in-employment share ownership guideline for a period of two years.
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CONTINUED
Principles underlying the policy
In particular, when determining the new Directors’ remuneration policy the Committee had regard to a number of key principles
as illustrated below and opposite:
Simplicity
The Committee has decided to retain the key features of the current policy. It continues to consist
of fixed remuneration, annual and long-term incentives only.
Stakeholders are familiar with the operation of current reward arrangements and there is a
demonstrable link between performance and reward outcome.
Risk
The Group Risk Committee formally provides advice to the Committee on risk management
considerations to inform decisions over bonus payments and long-term incentive vesting levels.
The current policy provides the Committee with substantial flexibility to adjust incentive
outcomes, to reduce or cancel unvested awards and to reclaim both bonus and long-term
incentive payments. The Committee’s discretionary powers have been formalised and additional
malus and clawback triggers for personal conduct introduced in relation to the AIP and PLTIP to
take into account non-financial and individual factors.
The time horizon for our long-term incentives extends for five years, including the holding period
on awards.
There are currently significant in-employment share ownership guidelines for all Executive
Directors providing a material connection to the sustained success of the Company. Executives
have five years from the later of the date of their appointment, or the date of an increase these
guidelines, to build this level of ownership.
A post-employment shareholding requirement has been introduced for Executive Directors
leaving the Board to maintain their in-employment share ownership guideline for a period of two
years or their actual shareholding on the date of their retirement from the Board if lower, subject to
Committee discretion. This obligation will be implemented by requiring Executive Directors
retiring from the Board to obtain clearance to deal in the Company’s shares during the two years
following their retirement.
Executive Directors recruited externally or internally from the date of the 2020 AGM will be
offered pension benefits of 13 per cent of salary, aligned with the employer pension contribution
available to the UK workforce. For existing Directors, pension benefits will be reduced from
25 per cent to 20 per cent of salary by May 2021.
The conduct measure in the PLTIP rewards for appropriate management action in ensuring that
there are no significant conduct/culture/governance issues that result in significant capital
add-ons or material fines.
The pay arrangements for Executive Directors are aligned with that of the senior leadership team.
The vesting period attached to the long-term incentives reflects the time horizon of the business
plan. The additional post-vesting holding period and post-employment shareholding requirement
strengthens the community of interests between Executives and other stakeholders.
Alignment to culture
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Clarity
The Committee has consulted with the Company’s largest shareholders and their advisers on the
changes to the policy and executive pay decisions before they are implemented.
Details on Executive Director pay are clearly set out in the Annual report on remuneration.
Proportionality
There are no incentive awards for below threshold performance. Financial targets are set against
the Board approved Plan.
Under the PLTIP, 20 per cent of each portion of the award will vest for achieving threshold
performance.
The Committee approves the termination arrangements of Executive Directors to ensure that
there is no reward for failure.
The PLTIP leaver rules are another safeguard that there is no reward for failure under this plan.
The Committee’s discretionary powers have been formalised and additional malus and clawback
triggers for personal conduct introduced in relation to the AIP and PLTIP to take into account
non-financial and individual factors.
Predictability
The level of awards under incentive awards to Executive Directors at threshold, on-target and
maximum levels are defined and have been outlined in the scenarios of total remuneration charts
for the new policy.
Signed on behalf of the Board of Directors
Anthony Nightingale, CMG SBS JP
Chair of the Remuneration Committee
10 March 2020
Paul Manduca
Chairman
10 March 2020
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Additional remuneration disclosures
Directors’ outstanding long-term incentive awards
Share-based long-term incentive awards
Conditional
share awards
outstanding
at 1 Jan
2019
Year of
award
Plan
name
Conditional
awards
in 2019
Demerger
adjustment
in 20191
(Number of
shares)
(Number of
shares)
101,360
106,611
15,687
16,499
19,094
123,376
207,971
123,376
51,280
33,116
27,940
89,439
4,324
13,842
16,029
103,571
Market
price at
date of
award
(pence)
1828
1750
1605.5
1279
1672
1750
1605.5
Dividend
equivalents
on vested
shares2
(Number of
shares
released)
Rights
exercised
in 2019
Conditional
share awards
outstanding
at 31 Dec
2019
Rights
lapsed
in 2019
Date of
end of
performance
period
(Number of
shares)
117,047 31 Dec 19
123,110 31 Dec 20
142,470 31 Dec 21
–
–
–
382,627
1,905
20,697
12,419
– 31 Dec 18
32,264 31 Dec 19
103,281 31 Dec 20
119,600 31 Dec 21
150,495
103,571
34,195
1,905
20,697 12,419
255,145
332,870
263,401
257,813
40,765
39,900
46,188
1279
1672
1750
1605.5
298,441
19,174 208,043 124,827
– 31 Dec 18
304,166 31 Dec 19
297,713 31 Dec 20
344,629 31 Dec 21
854,084
298,441 126,853
19,174 208,043 124,827
946,508
Mark FitzPatrick PLTIP
PLTIP
PLTIP
James Turner
Mike Wells
PLTIP
PLTIP
PLTIP
PLTIP
PLTIP
PLTIP
PLTIP
PLTIP
2017
2018
2019
2016
2017
2018
2019
2016
2017
2018
2019
Notes
1 The table above reflects the adjustments made to outstanding awards at the time of the demerger.
2 A dividend equivalent was accumulated on these awards.
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Other share awards
The table below sets out Executive Directors’ deferred bonus share awards:
Year of
grant
Conditional
share awards
outstanding
at 1 Jan
2019
(Number of
shares)
Conditionally
awarded
in 2019
(Number of
shares)
Dividends
accumulated
in 20191
(Number of
shares)
Shares
released
in 2019
(Number of
shares)
Demerger
adjustment2
Conditional
share
awards
outstanding
at 31 Dec
2019
(Number of
shares)
Date of
end of
restricted
period
Date of
release
Market
price at
date of
award
Market
price at
date of
vesting or
release
(pence)
(pence)
Mark FitzPatrick
Deferred
2017 annual
incentive award
Deferred
2018 annual
incentive award
James Turner
Deferred
2015 group
deferred bonus
plan award
Deferred
2018
28,119
907
4,492
33,518 31 Dec 20
1750
2019
28,119
32,223
32,223
1,040
1,947
5,148
38,411 31 Dec 21
1605.5
–
9,640
71,929
2016
5,440
5,440
– 31 Dec 18 01 Apr 19
1279
1557
2018 annual
incentive award
2019
20,605
20,605
664
664
5,440
3,291
24,560 31 Dec 21
1605.5
5,440
3,291
24,560
2016 112,720
112,720
– 31 Dec 18 01 Apr 19
1279
1557
Mike Wells
Deferred
2015 annual
incentive award
Deferred
2016 annual
incentive award
Deferred
2017 annual
incentive award
Deferred
2017
54,060
2018
48,664
2018 annual
incentive award
2019
215,444
55,394
55,394
1,744
1,570
1,787
8,636
64,440 31 Dec 19
7,774
58,008 31 Dec 20
1672
1750
8,849
66,030 31 Dec 21
1605.5
5,101
112,720
25,259 188,478
Notes
1 A dividend equivalent was accumulated on these awards.
2 The table above reflects the adjustments made to outstanding awards at the time of the demerger.
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ADDITIONAL REMUNERATION DISCLOSURES
CONTINUED
All-employee share plans
It is important that all employees are offered the opportunity to own shares in Prudential, connecting them both to the success of the
Company and to the interests of other shareholders. Executive Directors are invited to participate in these plans on the same basis as
other staff in their location.
Save As You Earn (SAYE) schemes
UK-based Executive Directors are normally eligible to participate in the HM Revenue and Customs (HMRC) approved Prudential
Savings-Related Share Option Scheme. This scheme allows all eligible employees to save towards the exercise of options over
Prudential plc shares with the option price set at the beginning of the savings period at a discount of up to 20 per cent of the market price.
Since 2014 participants have been able to elect to enter into savings contracts of up to £500 per month for a period of three or five years.
At the end of this term, participants may exercise their options within six months and purchase shares. If an option is not exercised within
six months, participants are entitled to a refund of their cash savings plus interest if applicable under the rules. Shares are issued to satisfy
those options which are exercised. No options may be granted under the schemes if the grant would cause the number of shares which
have been issued, or which remain issuable pursuant to options granted in the preceding 10 years under the scheme and any other option
schemes operated by the Company, or which have been issued under any other share incentive scheme of the Company, to exceed
10 per cent of the Company’s ordinary share capital at the proposed date of grant. In anticipation of the demerger of the M&G plc
business the Company did not operate the SAYE in 2018 and it was relaunched in November 2019.
Details of Executive Directors’ rights under the SAYE scheme are set out in the ‘Outstanding share options’ table.
Share Incentive Plan (SIP)
UK-based Executive Directors are also eligible to participate in the Company’s Share Incentive Plan (SIP). Since April 2014, all UK-based
employees have been able to purchase Prudential plc shares up to a value of £150 per month from their gross salary (partnership shares)
through the SIP. For every four partnership shares bought, an additional matching share is awarded which is purchased by Prudential plc
on the open market. Dividend shares accumulate while the employee participates in the plan. If the employee withdraws from the plan,
or leaves the Group, matching shares may be forfeited.
The table below provides information about shares purchased under the SIP together with matching shares (awarded on a 1:4 basis)
and dividend shares:
Mark FitzPatrick
James Turner
Mike Wells
Year of
initial grant
Share Incentive
Plan awards
held in Trust
at 1 Jan 2019
(Number of
shares)
Partnership
shares
accumulated
in 2019
(Number of
shares)
Matching
shares
accumulated
in 2019
(Number of
shares)
Dividend
shares
accumulated
in 2019
(Number of
shares)
Share Incentive
Plan awards
held in Trust
at 31 Dec
2019
(Number of
shares)
2017
2011
2015
214
709
548
119
76
120
30
19
30
9
25
21
372
829
719
Cash-settled long-term incentive awards
This information has been prepared in line with the reporting requirements of the Hong Kong Stock Exchange and sets out Executive
Directors’ outstanding share awards and share options. For details of the cash-settled long-term incentive awards held by one Executive
Director, please see our 2018 Annual report on remuneration.
Dilution
Releases from the Prudential Long Term Incentive Plan and the Prudential Agency Long Term Incentive Plan are satisfied using new issue
shares rather than by purchasing shares in the open market. Shares relating to options granted under all-employee share plans are also
satisfied by new issue shares. The combined dilution from all outstanding shares and options at 31 December 2019 was 1 per cent of the
total share capital at the time. Deferred bonus awards will continue to be satisfied by the purchase of shares in the open market.
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Remuneration of the five highest-paid individuals and the remuneration of senior management
In line with the requirements of the Stock Exchange of Hong Kong Limited, the following table sets out, on an aggregate basis, the annual
remuneration of i) the five highest-paid employees, and ii) senior management for the year ended 31 December 2019.
Of the five individuals with the highest emoluments in 2019, one was an Executive Director for the full year whose emoluments are
disclosed in this report. The aggregate of the emoluments of the other four individuals for 2019 were are set out in the table below.
In light of a change to the Board’s definition of senior management during 2019, senior management comprised the Executive Directors,
plus from 1 August 2019, members of the Group Executive Committee. The table sets outs the aggregate of the emoluments paid to the
senior management team:
Components of remuneration
Base salaries, allowances and benefits in kind
Pension contributions
Performance related pay
Payments made on appointment
Payments made on separation
Total
Their emoluments for 2019 were within the following bands:
Five highest paid
Senior management
HK$000
28,727
4,598
124,502
49,505
62,681
270,013
£000
HK$000
2,872
460
12,448
4,950
6,267
26,997
63,251
11,777
152,481
49,505
–
277,014
£000
6,324
1,178
15,246
4,950
–
27,698
Remuneration band HKD
7,500,001 – 8,000,000
8,500,001 – 9,000,000
10,000,001 – 10,500,000
25,000,001 – 25,500,000
34,500,001 – 35,000,000
39,500,001 – 40,000,000
48,000,001 – 48,500,000
62,500,001 – 63,000,000
67,000,001 – 67,500,000
83,500,001 – 84,000,000
92,000,001 – 92,500,000
Remuneration band GBP equivalent
Number of employees
Five highest
paid
Senior
management
749,888 – 799,880
849,873 – 899,865
999,850 – 1,049,843
2,499,625 – 2,549,618
3,449,483 – 3,499,475
3,949,408 – 3,999,400
4,799,280 – 4,849,273
6,249,063 – 6,299,055
6,698,995 – 6,748,988
8,348,748 – 8,398,740
9,198,620 – 9,248,613
–
–
–
–
–
–
1
1
1
–
1
1
1
1
1
1
1
–
–
1
1
–
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05
Financial
statements
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Index to Group IFRS financial statements
Parent company financial statements
Notes on the parent company financial statements
Statement of Directors’ responsibilities
Independent auditor’s report to Prudential plc
Page
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310
312
319
320
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197
Index to Group IFRS financial statements
Primary statements
Consolidated income statement
Consolidated statement of comprehensive income
Consolidated statement of changes in equity
Consolidated statement of financial position
Consolidated statement of cash flows
Page
199
200
201
203
204
Section
Page
Section
Notes to the primary statements
A
A1
A2
A3
A4
Basis of preparation and accounting policies
Basis of preparation and exchange rates
Discontinued operations
New accounting pronouncements in 2019
Accounting policies
Critical accounting policies, estimates
and judgements
New accounting pronouncements not yet effective
B
B1
B2
B3
B4
B5
B6
C
C1
C2
C3
A4.1
A4.2
B1.1
B1.2
B1.3
B1.4
B1.5
B1.6
B2.1
B2.2
B2.3
B2.4
B4.1
B4.2
B6.1
B6.2
C2.1
C2.2
C3.1
C3.2
C3.3
C3.4
Earnings performance
Analysis of performance by segment
Segment results
Short-term fluctuations in investment returns on
shareholder-backed business
Determining operating segments and
performance measure of operating segments
Segmental income statement
Other investment return
Additional analysis of performance
by segment components
Acquisition costs and other expenditure
Staff and employment costs
Share-based payment
Key management remuneration
Fees payable to the auditor
Effect of changes and other accounting matters
on insurance assets and liabilities
Tax charge from continuing operations
Total tax charge by nature of expense
Reconciliation of shareholder effective tax rate
Earnings per share
Dividends
Demerger dividend in specie of M&G plc
Other dividends
Financial position notes
Analysis of Group statement of financial position
by segment
Analysis of segment statement of financial position
by business type
Asia
US
Assets and liabilities
Group assets and liabilities – measurement
Debt securities
Loans portfolio
Financial instruments – additional information
C4
C5
C6
C7
C8
C9
C10
C11
C12
C13
D
D1
D2
D3
D4
D5
D6
D7
C4.1
C4.2
C4.3
C4.4
C5.1
C5.2
C6.1
C6.2
C7.1
C7.2
C7.3
C7.4
C8.1
C8.2
Policyholder liabilities and unallocated surplus
Group overview
Asia insurance operations
US insurance operations
Products and determining contract liabilities
Intangible assets
Goodwill
Deferred acquisition costs and other
intangible assets
Borrowings
Core structural borrowings of
shareholder-financed businesses
Operational borrowings
Risk and sensitivity analysis
Group overview
Asia insurance operations
US insurance operations
Asset management and other operations
Tax assets and liabilities
Current tax
Deferred tax
Defined benefit pension schemes
Share capital, share premium and own shares
Provisions
Capital
C12.1 Group objectives, policies and processes
C12.2
C12.3
for managing capital
Local capital regulations
Transferability of available capital
Property, plant and equipment
D1.1
D1.2
Other information
Gain (loss) on disposal of business
and corporate transactions
Gain (loss) on disposal of business
Other corporate transactions
Discontinued UK and Europe operations
Contingencies and related obligations
Post balance sheet events
Related party transactions
Commitments
Investments in subsidiary undertakings,
joint ventures and associates
205
206
206
208
208
215
219
220
221
225
227
227
229
229
230
232
233
233
233
234
235
237
238
238
239
242
242
243
244
250
255
256
Page
262
262
265
267
268
276
277
280
281
282
283
285
289
289
289
289
290
290
292
292
293
294
295
296
296
296
297
298
298
298
299
299
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Consolidated income statement
Continuing operations:
Gross premiums earned
Outward reinsurance premiums
Earned premiums, net of reinsurance
Investment return
Other income
Total revenue, net of reinsurance
Benefits and claims
Reinsurers’ share of benefits and claims
Movement in unallocated surplus of with-profits funds
Benefits and claims and movement in unallocated surplus of with-profits funds,
net of reinsurance
Acquisition costs and other expenditure
Finance costs: interest on core structural borrowings of shareholder-financed businesses
(Loss) on disposal of businesses and corporate transactions
Total charges net of reinsurance
Share of profit from joint ventures and associates net of related tax
Profit before tax (being tax attributable to shareholders’ and policyholders’ returns) note
Remove tax charge attributable to policyholders’ returns
Profit before tax attributable to shareholders’ returns
Total tax charge attributable to shareholders’ and policyholders’ returns
Remove tax charge attributable to policyholders’ returns
Tax credit (charge) attributable to shareholders’ returns
Profit from continuing operations
Discontinued UK and Europe operations’ profit after tax
Re-measurement of discontinued operations on demerger
Cumulative exchange loss recycled from other comprehensive income
(Loss) profit from discontinued operations
Profit for the year
Attributable to:
Equity holders of the Company
From continuing operations
From discontinued operations
Non-controlling interests from continuing operations
Profit for the year
Earnings per share (in cents)
Based on profit attributable to equity holders of the Company:
Basic
Based on profit from continuing operations
Based on (loss) profit from discontinued operations
Diluted
Based on profit from continuing operations
Based on (loss) profit from discontinued operations
Note
2019 $m
2018* $m
B1.4
B1.4
B1.4
B1.4
C4.1(iii)
C4.1(iii)
C4.1(iii)
B1.4
B2
D1.1
B1.4
D7
B1.1
B4.1
B4.1
D2
D2
D2
45,064
(1,583)
43,481
49,555
700
93,736
(85,475)
2,985
(1,415)
(83,905)
(7,283)
(516)
(142)
(91,846)
397
2,287
(365)
1,922
(334)
365
31
1,953
1,319
188
(2,668)
(1,161)
792
1,944
(1,161)
9
792
45,614
(1,183)
44,431
(9,117)
531
35,845
(26,518)
1,598
1,494
(23,426)
(8,527)
(547)
(107)
(32,607)
319
3,557
(107)
3,450
(676)
107
(569)
2,881
1,142
–
–
1,142
4,023
2,877
1,142
4
4,023
Note
B5
2019
2018*
75.1¢
(44.8)¢
30.3¢
75.1¢
(44.8)¢
30.3¢
111.7¢
44.3¢
156.0¢
111.7¢
44.3¢
156.0¢
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Group’s presentation currency from pounds sterling to US dollars (as
described in note A1) and the reclassification of the Group’s UK and Europe operations as discontinued operations in 2019 (as described in note A2).
Note
This measure is the formal profit before tax measure under IFRS. It is not the result attributable to shareholders principally because total corporate tax of the Group includes those on the
income of consolidated with-profits and unit-linked funds that, through adjustments to benefits, are borne by policyholders. These amounts are required to be included in the tax charge
of the Company under IAS 12. Consequently, the IFRS profit before tax measure is not representative of pre-tax profit attributable to shareholders as it is determined after deducting the
cost of policyholder benefits and movements in the liability for unallocated surplus of with-profits funds after adjusting for tax borne by policyholders.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Consolidated statement
of comprehensive income
Profit for the year from continuing operations
Other comprehensive income (loss) from continuing operations:
Items that may be reclassified subsequently to profit or loss
Exchange movements on foreign operations and net investment hedges:
Exchange movements arising during the year
Related tax
Valuation movements on available-for-sale debt securities:
Net unrealised gains (losses) on holdings
Deduct net gains included in the income statement on disposal and impairment
Related change in amortisation of deferred acquisition costs
Related tax
Total items that may be reclassified subsequently to profit or loss
Items that will not be reclassified to profit or loss
Shareholders’ share of actuarial gains and losses on defined benefit pension schemes:
Net actuarial (losses) gains on defined benefit pension schemes
Related tax
Total items that will not be reclassified to profit or loss
Other comprehensive income (loss) from continuing operations
Total comprehensive income from continuing operations
(Loss) profit from discontinued operations
Cumulative exchange loss recycled through profit or loss
Other items, net of related tax
Total comprehensive income from discontinued operations
Total comprehensive income for the year
Attributable to:
Equity holders of the Company
From continuing operations
From discontinued operations
Non-controlling interests from continuing operations
Total comprehensive income for the year
Note
2019 $m
2018* $m
1,953
2,881
C5.2
D2
D2
D2
152
(15)
137
4,208
(185)
4,023
(631)
(713)
2,679
2,816
(108)
19
(89)
2,727
4,680
(1,161)
2,668
203
1,710
6,390
4,669
1,710
11
6,390
(39)
7
(32)
(2,144)
(15)
(2,159)
328
385
(1,446)
(1,478)
26
(5)
21
(1,457)
1,424
1,142
–
(605)
537
1,961
1,419
537
5
1,961
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Group’s presentation currency from pounds sterling to US dollars (as
described in note A1) and the reclassification of the Group’s UK and Europe operations as discontinued operations in 2019 (as described in note A2).
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Consolidated statement
of changes in equity
Year ended 31 Dec 2019 $m
Note
Share
capital
Share
premium
Retained
earnings
Translation
reserve*
Available-
for-sale
securities
reserves
Share-
holders’
equity
Non-
controlling
interests
Total
equity
Reserves
Profit from continuing operations
Other comprehensive income (loss) from
continuing operations:
Exchange movements on foreign
operations and net investment
hedges net of related tax
Net unrealised valuation movements
net of related change in
amortisation of deferred acquisition
costs and related tax
Shareholders’ share of actuarial gains
and losses on defined benefit
pension schemes net of related tax
Total other comprehensive income (loss)
from continuing operations
Total comprehensive income from
continuing operations
Total comprehensive income (loss) from
discontinued operations
Total comprehensive income for the year
Demerger dividend in specie of M&G plc
Other dividends
Reserve movements in respect of
share-based payments
Change in non-controlling interests
Movements in respect of option to
acquire non-controlling interests
Share capital and share premium
New share capital subscribed
Impact of change in presentation
currency in relation to share capital
and share premium
Treasury shares
Movement in own shares in respect of
share-based payment plans
Movement in Prudential plc shares
purchased by unit trusts consolidated
under IFRS
Net increase (decrease) in equity
Balance at beginning of year
Balance at end of year
B6.1
B6.2
C10
C10
–
–
–
–
–
–
–
–
–
–
–
–
–
–
6
–
–
–
1,944
–
–
1,944
9
1,953
–
–
–
–
–
–
–
–
–
–
–
–
22
101
–
–
–
–
(89)
135
–
135
–
–
2,679
2,679
–
(89)
(89)
135
2,679
2,725
1,855
135
2,679
4,669
(1,098)
2,808
–
757
2,943
2,679
(7,379)
(1,634)
64
–
(143)
–
–
38
55
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1,710
6,379
(7,379)
(1,634)
64
–
–
158
(143)
22
107
38
55
–
–
–
–
–
2
–
–
2
11
–
11
–
–
137
2,679
(89)
2,727
4,680
1,710
6,390
(7,379)
(1,634)
64
158
(143)
22
107
38
55
6
166
172
123
2,502
(8,242)
21,817
2,943
(2,050)
2,679
(2,491)
(467) 21,968
2,625
13,575
893
2,212
19,477
169
23
192
(2,322)
21,991
19,669
* The $2,808 million movement in translation reserve from discontinued operations is recognised in other comprehensive income and represents an exchange gain of $140 million on
translating the results from discontinued operations during the period of ownership and the recycling of the cumulative exchange loss of $2,668 million through the profit or loss upon
the demerger. The Group’s accounting principles on foreign exchange translation are described in note A1.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationCONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONTINUED
Year ended 31 Dec 2018* $m
Note
Share
capital
Share
premium
Retained
earnings
Translation
reserve
Available-
for-sale
securities
reserves
Share-
holders’
equity
Non-
controlling
interests
Total
equity
–
2,877
–
–
2,877
4
2,881
Reserves
Profit from continuing operations
Other comprehensive income (loss) from
continuing operations:
Exchange movements on foreign
operations and net investment
hedges net of related tax
Net unrealised valuation movements
net of related change in
amortisation of deferred acquisition
costs and related tax
Shareholders’ share of actuarial gains
and losses on defined benefit
pension schemes net of related tax
Total other comprehensive income (loss)
from continuing operations
Total comprehensive income (loss) from
continuing operations
Total comprehensive income from
discontinued operations
Total comprehensive income (loss)
for the year
Dividends
Reserve movements in respect of
share-based payments
Change in non-controlling interests
Movements in respect of option to
acquire non-controlling interests
Share capital and share premium
New share capital subscribed
Impact of change in presentation
currency in relation to share capital
and share premium
Treasury shares
Movement in own shares in respect of
share-based payment plans
Movement in Prudential plc shares
purchased by unit trusts consolidated
under IFRS
Net increase (decrease) in equity
Balance at beginning of year
Balance at end of year
–
–
–
–
–
–
–
–
–
–
–
–
1
B6.2
C10
–
–
(9)
175
166
C10
(10)
(155)
–
–
–
–
–
–
–
–
–
–
–
22
–
–
–
–
21
21
(33)
–
(33)
–
–
(1,446)
(1,446)
–
21
(33)
(1,446)
(1,458)
2,898
(33)
(1,446)
1,419
1,218
(681)
–
537
4,116
(714)
(1,446)
1,956
(1,662)
92
–
(146)
–
–
39
69
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(1,662)
92
–
(146)
23
(165)
39
69
(133)
2,635
2,508
19,309
(714)
(1,336)
(1,446)
979
206
21,762
2,502
21,817
(2,050)
(467)
21,968
1
–
–
1
5
–
5
–
–
9
–
–
–
–
–
14
9
23
(32)
(1,446)
21
(1,457)
1,424
537
1,961
(1,662)
92
9
(146)
23
(165)
39
69
220
21,771
21,991
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Group’s presentation currency from pounds sterling to US dollars (as
described in note A1) and the reclassification of the Group’s UK and Europe operations as discontinued operations in 2019 (as described in note A2).
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Consolidated statement
of financial position
Assets
Goodwill
Deferred acquisition costs and other intangible assets
Property, plant and equipment note (i)
Reinsurers’ share of insurance contract liabilities
Deferred tax assets
Current tax recoverable
Accrued investment income
Other debtors
Investment properties
Investments in joint ventures and associates accounted for using the equity method
Loans
Equity securities and holdings in collective investment schemes note (ii)
Debt securities note (ii)
Derivative assets
Other investments note (ii)
Deposits
Assets held for sale
Cash and cash equivalents
Total assets
Equity
Shareholders’ equity
Non-controlling interests
Total equity
Liabilities
Insurance contract liabilities
Investment contract liabilities with discretionary participation features
Investment contract liabilities without discretionary participation features
Unallocated surplus of with-profits funds
Core structural borrowings of shareholder-financed businesses
Operational borrowings note (i)
Obligations under funding, securities lending and sale and repurchase agreements
Net asset value attributable to unit holders of consolidated investment funds
Deferred tax liabilities
Current tax liabilities
Accruals, deferred income and other liabilities
Provisions
Derivative liabilities
Liabilities held for sale
Total liabilities
Total equity and liabilities
The parent company statement of financial position is presented on page 310.
Note
C5.1
C5.2
C13
C4.1(iv)
C8.2
C8.1
C1
C1
C3.3
C3.2
C3.4
C1
C4.1
C4.1
C4.1
C4.1
C6.1
C6.2
C8.2
C8.1
C11
C3.4
C1
31 Dec 2019
$m
note (iii)
31 Dec 2018
$m
notes (iii),(iv)
1 Jan 2018
$m
notes (iii),(iv)
969
17,476
1,065
13,856
4,075
492
1,641
2,054
25
1,500
16,583
247,281
134,570
1,745
1,302
2,615
–
6,965
454,214
19,477
192
19,669
380,143
633
4,902
4,750
5,594
2,645
8,901
5,998
5,237
396
14,488
466
392
–
434,545
454,214
2,365
15,185
1,795
14,193
3,305
787
3,501
5,207
22,829
2,207
22,938
273,484
223,333
4,450
8,294
15,023
13,472
15,442
647,810
21,968
23
21,991
410,947
85,858
24,481
20,180
9,761
6,289
8,901
14,839
5,122
723
19,421
1,373
4,465
13,459
625,819
647,810
2,005
14,896
1,067
13,086
3,554
829
3,620
4,009
22,317
1,916
23,054
302,203
231,835
6,495
7,605
15,200
51
14,461
668,203
21,762
9
21,771
443,952
84,789
27,589
22,931
8,496
7,450
7,660
12,025
6,378
726
19,190
1,519
3,727
–
646,432
668,203
Notes
(i)
(ii)
(iii)
(iv)
As at 1 January 2019, the Group applied IFRS 16 ‘Leases’, using the modified retrospective approach. Under this approach, comparative information is not restated. The application
of the standard has resulted in the recognition of an additional lease liability and a corresponding ‘right-of-use’ asset of a similar amount as at 1 January 2019. See note A3 and note
C13 for further details.
Included within equity securities and holdings in collective investment schemes, debt securities and other investments are $90 million of lent securities as at 31 December 2019
(31 December 2018: $10,543 million, of which $107 million were from continuing operations).
The Group has adopted a change in its presentation currency from pounds sterling to US dollars at 31 December 2019 as described in note A1. Accordingly, the 31 December 2018
and 1 January 2018 comparative statements of financial position and the 2018 related notes have been re-presented retrospectively from the previously published results. As a
result of this change, the statement of financial position as at 1 January 2018 has been re-presented in accordance with IAS 1.
The 31 December 2018 and 1 January 2018 comparative statements of financial position included discontinued UK and Europe operations.
The consolidated financial statements on pages 199 to 309 were approved by the Board of Directors on 10 March 2020. They were
signed on its behalf:
Paul Manduca
Chairman
prudentialplc.com
Mike Wells
Group Chief Executive
Mark FitzPatrick
Group Chief Financial Officer and Chief Operating Officer
Prudential plc Annual Report 2019
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Consolidated statement of cash flows
Continuing operations:
Cash flows from operating activities
Profit before tax (being tax attributable to shareholders’ and policyholders’ returns)
Adjustments to profit before tax for non-cash movements in operating assets and liabilities:
Investments
Other non-investment and non-cash assets
Policyholder liabilities (including unallocated surplus)
Other liabilities (including operational borrowings)
Investment income and interest payments included in profit before tax
Operating cash items:
Interest receipts and payments
Dividend receipts
Tax paid
Other non-cash items
Net cash flows from operating activities
Cash flows from investing activities
Purchases of property, plant and equipment
Acquisition of business and intangibles note (i)
Disposal of businesses
Net cash flows from investing activities
Cash flows from financing activities
Structural borrowings of shareholder-financed operations: note (ii)
Issue of subordinated debt, net of costs
Redemption of subordinated debt
Fees paid to modify terms and conditions of debt issued by the Group
Interest paid
Equity capital:
Issues of ordinary share capital
External dividends
Net cash flows from financing activities
Net (decrease) increase in cash and cash equivalents from continuing operations note (iii)
Net cash flows from discontinued operations note (iii)
Cash and cash equivalents at beginning of year
Effect of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at end of year
Comprising:
Cash and cash equivalents from continuing operations
Cash and cash equivalents from discontinued operations
Note
2019 $m
2018* $m
2,287
3,557
(60,812)
(2,487)
56,067
5,097
(4,803)
4,277
978
(717)
(96)
(209)
(64)
(635)
375
(324)
367
(504)
(182)
(526)
22
(1,634)
(2,457)
(2,990)
(5,690)
15,442
203
6,965
6,965
–
2,236
(1,996)
(1,641)
860
(4,148)
3,912
744
(477)
308
3,355
(134)
(442)
–
(576)
2,079
(553)
(44)
(502)
23
(1,662)
(659)
2,120
(610)
14,461
(529)
15,442
9,394
6,048
C13
C6.1
D2
D2
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Group’s presentation currency from pounds sterling to US dollars
(as described in note A1) and the reclassification of the Group’s UK and Europe operations as discontinued operations in 2019 (as described in note A2).
Notes
(i)
(ii)
(iii)
Cash flows arising from the acquisition of business and intangibles includes amounts paid for distribution rights.
Structural borrowings of shareholder-financed businesses exclude borrowings to support short-term fixed income securities programmes, non-recourse borrowings of investment
subsidiaries of shareholder-financed businesses and other borrowings of shareholder-financed businesses. Cash flows in respect of these borrowings are included within cash
flows from operating activities. The changes in the carrying value of the structural borrowings of shareholder-financed businesses for the Group are analysed in note C6.1.
The cash flows shown above are presented excluding any transactions between continuing and discontinued operations.
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A Basis of preparation
and accounting policies
A1 Basis of preparation and exchange rates
Prudentialplc(‘theCompany’)togetherwithitssubsidiaries(collectively,‘theGroup’or‘Prudential’)isaninternationalfinancialservices
group.TheGrouphasoperationsinAsia,theUS,Africaand,priortothedemergerofM&GplcinOctober2019,UKandEurope.The
Grouphelpsindividualstode-risktheirlivesanddealwiththeirbiggestfinancialconcernsthroughlifeandhealthinsurance,and
retirementandassetmanagementsolutions.On21October2019,theCompanycompletedthedemergerofM&Gplc,itsUKandEurope
operations,fromPrudentialplcresultingintwoseparately-listedcompanies.Ithasthereforereclassifiedtheseoperationsas
discontinuedinthesefinancialstatements(seenoteA2).
Basis of preparation
ThesestatementshavebeenpreparedinaccordancewithIFRSasissuedbytheInternationalAccountingStandardsBoard(IASB)andas
endorsedbytheEuropeanUnion(EU)asrequiredbyEUlaw(IASRegulationEC1606/2032).EU-endorsedIFRSmaydifferfromIFRS
issuedbytheIASBif,atanypointintime,neworamendedIFRShavenotbeenendorsedbytheEU.At31December2019,therewereno
unendorsedstandardseffectiveforthetwoyearsended31December2019whichimpacttheconsolidatedfinancialstatementsofthe
GroupandtherewerenodifferencesbetweenIFRSendorsedbytheEUandIFRSissuedbytheIASBintermsoftheirapplicationtothe
Group.Forfinancialyearsbeginningafter31December2020,theGroupwillprepareitsconsolidatedfinancialstatementsinaccordance
withUK-adoptedinternationalaccountingstandards,insteadoftheEU-endorsedIFRS.
TheDirectorsconsideritappropriatetoadoptthegoingconcernbasisofaccountinginpreparingthesefinancialstatementsasset
outintheGovernanceReportonpage121.TheparentcompanystatementoffinancialpositionpreparedinaccordancewiththeUK
GenerallyAcceptedAccountingPractice(includingFinancialReportingStandard101ReducedDisclosureFramework)ispresentedon
page310.TheGroupIFRSaccountingpoliciesarethesameasthoseappliedfortheyearended31December2018withtheexceptionof
theadoptionofthenewandamendedaccountingstandardsasdescribedinnoteA3.
Exchange rates
FollowingthedemergerofitsUKandEuropeoperations,theDirectorshaveelectedtochangetheGroup’spresentationcurrencyin
thesefinancialstatementsfrompoundssterlingtoUSdollarswhichbetterreflectstheeconomicfootprintofourbusinessgoingforward.
TheGroupbelievesthatthepresentationcurrencychangewillgiveinvestorsandotherstakeholdersaclearerunderstandingof
Prudential’sperformanceovertime.Thechangeinpresentationcurrencyisavoluntarychangewhichisaccountedforretrospectivelyin
thecomparativeinformationandallcomparativestatementsandnoteshavebeenrestatedaccordinglyapplyingtheforeignexchange
translationprinciplesassetoutbelow.
TheexchangeratesappliedforbalancesandtransactionsinthepresentationcurrencyoftheGroup,USdollars($),andother
currencieswere:
$ : local currency
China
HongKong
Indonesia
Malaysia
Singapore
Thailand
UK
Vietnam
Closing rate at
31 Dec 2019
Average rate
for 2019
Closing rate at
31 Dec 2018
Average rate
for 2018
Opening rate at
1 Jan 2018
6.97
7.79
13,882.50
4.09
1.34
29.75
0.75
23,172.50
6.91
7.84
14,140.84
4.14
1.36
31.05
0.78
23,227.64
6.87
7.83
14,380.00
4.13
1.36
32.56
0.79
23,195.00
6.61
7.84
14,220.82
4.03
1.35
32.30
0.75
23,017.17
6.51
7.82
13,567.00
4.05
1.34
32.59
0.74
22,708.16
Foreign exchange translation
InordertopresenttheconsolidatedfinancialstatementsinUSdollars,theresultsandfinancialpositionofentitiesnotusingUSdollarsas
functionalcurrency(iethecurrencyoftheprimaryeconomicenvironmentinwhichtheentityoperates)mustbetranslatedintotheUS
dollars.Thegeneralprincipleforconvertingforeigncurrencytransactionsistotranslateatthefunctionalcurrencyspotrateprevailingat
thedateofthetransactions.Thisincludesexternaldividendsdeterminedandpaidtoshareholdersinpoundssterling.Prudentialwill
determineanddeclareitsdividendinUSdollarscommencingwithdividendspaidin2020,includingthe2019secondinterimdividend.
AllassetsandliabilitiesofentitiesnotoperatinginUSdollarsareconvertedatclosingexchangerateswhileallincomeandexpensesare
convertedataverageexchangerateswherethisisareasonableapproximationoftheratesprevailingontransactiondates.Theimpactof
thesecurrencytranslationsisrecordedasaseparatecomponentinthestatementofcomprehensiveincome.At31December2019the
functionalcurrencyoftheGroup’sparentcompanychangedtoUSdollars.TheGroupandparentcompanyhavechosen,for
presentationalpurposes,toretranslatetheirsharecapitalandsharepremiumasat31December2019usingtheclosingexchangerateas
atthatdate,andcomparativeamountsattherelativeclosingexchangerates.Theforeignexchangeadjustmentsarisingontheshare
capitalandsharepremiumbalancesof$2,797million(31December2018:$2,668million)adjustthetranslationreservemovementinthe
statementofothercomprehensiveincome.Asthisamountarisesonthetranslationoftheparentcompany’ssharecapitalandshare
premium,thecorrespondingimpacttothecurrencytranslationreserveof$980millionwillneverberecycledondisposalofanyforeign
operations.
During2019and2018,borrowingsthatareusedtoprovideahedgeagainstGroupequityinvestmentsinoverseasentitieswere
translatedatyearendexchangeratesandmovementsrecognisedinothercomprehensiveincome.Otherforeigncurrencymonetary
itemsaretranslatedatyearendexchangerateswithchangesrecognisedintheincomestatement.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA1 Basis of preparation and exchange rates continued
Certainnotestothefinancialstatementspresent2018comparativeinformationatconstantexchangerates(CER),inadditiontothe
reportingatactualexchangerates(AER)usedthroughouttheconsolidatedfinancialstatements.AERareactualhistoricalexchangerates
forthespecificaccountingperiod,beingtheaverageratesovertheperiodfortheincomestatementandtheclosingratesatthebalance
sheetdateforthestatementoffinancialposition.CERresultsarecalculatedbytranslatingpriorperiodresultsusingthecurrentperiod
foreignexchangerate,iecurrentperiodaverageratesfortheincomestatementandcurrentperiodclosingratesforthestatementof
financialposition.
Theeffectofforeignexchangemovementfromcontinuingoperationsarisingduringtheyearsshownrecognisedinother
comprehensiveincomeis:
Asiaoperations
Unallocatedtoasegment(otherfunds)
A2 Discontinued operations
2019 $m
2018 $m
194
(42)
152
(206)
167
(39)
TheGroupcompletedthedemergerofitsUKandEuropeoperations,M&Gplc,fromthePrudentialplcgroupon21October2019.In
accordancewithIFRS5‘Non-CurrentAssetsHeldforSaleandDiscontinuedOperations’,theresultsofM&Gplchavebeenreclassified
asdiscontinuedoperationsintheseconsolidatedfinancialstatements.
ConsistentwithIFRS5requirements,profitaftertaxattributabletothediscontinuedUKandEuropeoperationsin2019havebeen
showninasinglelineintheincomestatementwith2018comparativesbeingrestatedaccordingly,withfurtheranalysisprovidedinnote
D2.NotesB1toB5havealsobeenpreparedonthisbasis.
IFRS5doesnotpermitthecomparative31December2018and1January2018statementoffinancialpositiontobere-presented,as
theUKandEuropeoperationswerenotreclassifiedasheldforsaleatthesedates.Intherelatedbalancesheetnotes,prioryearbalances
havebeenpresentedtoshowtheamountsfromdiscontinuedoperationsseparatelyfromcontinuingoperationsinordertopresentthe
resultsofthecontinuingoperationsonacomparablebasis.Additionally,intheanalysisofmovementsinGroup’sassetsandliabilities
betweenthebeginningandendoftheyears,thebalancesofthediscontinuedUKandEuropeoperationsareremovedfromtheopening
balancestoshowtheunderlyingmovementsfromcontinuingoperations.
ProfitfromthediscontinuedUKandEuropeoperationsuptothedemergerispresentedintheconsolidatedincomestatementafter
theeliminationofintragrouptransactionswithcontinuingoperationswhereitisappropriatetoprovideamoremeaningfulpresentation
ofthepositionoftheGroupimmediatelyafterthedemerger.Thestatementofcashflowsispresentedexcludingintragroupcashflows
betweenthecontinuinganddiscontinuedUKandEuropeoperationsuptodemerger.
A3 New accounting pronouncements in 2019
IFRS 16 ‘Leases’
TheGrouphasadoptedIFRS16‘Leases’from1January2019.Thenewstandardbringsmostleaseson-balance-sheetforlesseesunder
asinglemodel,eliminatingthedistinctionbetweenoperatingandfinanceleases.
IFRS16appliesprimarilytooperatingleasesofmajorpropertiesoccupiedbytheGroup’sbusinesseswherePrudentialisalessee.
UnderIFRS16,theseleasesarebroughtontotheGroup’sstatementoffinancialpositionwitha‘right-of-use’assetbeingestablished
andacorrespondingliabilityrepresentingtheobligationtomakeleasepayments.Therentalaccrualchargeintheincomestatement
underIAS17isreplacedwithadepreciationchargeforthe‘right-of-use’assetandaninterestexpenseontheleaseliabilityleadingto
amorefront-loadedoperatingleasecostprofilecomparedtoIAS17.
AspermittedbyIFRS16,theGrouphaschosentoadoptthemodifiedretrospectiveapproachupontransitiontothenewstandard.
Undertheapproachadopted,thereisnoadjustmenttotheGroup’sretainedearningsat1January2019andtheGroup’s2018
comparativeinformationisnotrestated.The‘right-of-use’assetandleaseliabilityat1January2019aresetatanamountequaltothe
discountedremainingleasepaymentsadjustedbyanyprepaidoraccruedleasepaymentbalanceimmediatelybeforethedateofinitial
applicationofthestandard.
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUED895
895
955
(60)
895
Total
Group
$m
955
210
1,165
(48)
(6)
1,111
Whenmeasuringleaseliabilitiesonadoption,theGroupdiscountedleasepaymentsusingitsincrementalborrowingrateat1January
2019.Theweightedaveragerateappliedis3.4percent.Theaggregateeffectoftheadoptionofthestandardonthestatementof
financialpositionat1January2019isshowninthetablebelow:
Effect of adoption of IFRS 16 at 1 January 2019
Assets
Property,plantandequipment(right-of-useassets)
Total assets
Liabilities
Operationalborrowings(leaseliability)
Accruals,deferredincomeandotherliabilities(accruedleasepaymentbalanceunderIAS17)
Total liabilities
Reconciliation of IFRS 16 lease liability and IAS 17 lease commitments
Continuing
operations
$m
Discontinued
operations
$m
Total
Group
$m
527
527
541
(14)
527
368
368
414
(46)
368
IFRS 16 operating lease liability shown in the table above
Addbackimpactofdiscounting
IFRS 16 operating lease liability on an undiscounted basis
Differenceinleaserentalpaymentsduetoprobablerenewalsorearlyterminationdecisionsreflectedabove
Other
Total operating lease commitments at 31 December 2018*
*AsdisclosedinnoteD5oftheGroup’sIFRSfinancialstatementsfortheyearended31December2018andafterexcluding$76millionfortheamountrelatingtocertainlease
commitmentsfromthecentraloperationstothediscontinuedUKwith-profitsfund.
TheGrouphasappliedthepracticalexpedienttograndfatherthedefinitionofaleaseontransition.ThismeansthatIFRS16hasbeen
appliedtoallcontractsthatwereidentifiedasleasesinaccordancewithIAS17andIFRIC4‘DeterminingwhetheranArrangement
containsaLease’enteredintobefore1January2019.Therefore,thedefinitionofaleaseunderIFRS16isappliedonlytocontracts
enteredintoorchangedonorafter1January2019.
TheGrouphasusedthefollowingpracticalexpedients,inadditiontotheaforementioned,whenapplyingIFRS16toleasespreviously
classifiedasoperatingleasesunderIAS17:
— Applyingasinglediscountratetoaportfolioofleaseswithsimilarcharacteristics.Accordingly,forsuchportfolios,theincremental
borrowingratesusedtodiscountthefutureleasepaymentswillbedeterminedbasedonmarketspecificrisk-freeratesadjustedwith
amargin/spreadtoreflecttheGroup’screditstanding,leasetermandtheoutstandingleasepayments;and
— Usinghindsightwhendeterminingtheleasetermifthecontractcontainsoptionstoextendorterminatethelease.
Other new accounting pronouncements
Inadditiontotheabove,thefollowingnewaccountingpronouncementswerealsoeffectivefrom1January2019:
— IFRICInterpretation23‘UncertaintyoverIncomeTaxTreatments’;
— AmendmentstoIAS28‘Long-termInterestsinAssociatesandJointVentures’;
— AmendmentstoIFRS9‘PrepaymentFeatureswithNegativeCompensation’;
— AnnualImprovementstoIFRSs2015-2017cycle;and
— AmendmentstoIAS19‘PlanAmendment,CurtailmentorSettlement’.
TheGrouphasappliedtheprincipleswithintheAmendmentstoIAS19‘PlanAmendment,CurtailmentorSettlement’whenaccounting
forthechangestothepensionbenefitsofitsUKdefinedbenefitschemesduringtheyear.Theotherpronouncementshavehadno
significantimpactontheGroupfinancialstatements.
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207
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA4 Accounting policies
NoteA4.1presentsthecriticalaccountingpolicies,accountingestimatesandjudgementsappliedinpreparingtheGroup’sconsolidated
financialstatements.Otheraccountingpolicies,wheresignificant,arepresentedintherelevantindividualnotes.Allaccountingpolicies
areappliedconsistentlyforbothyearspresentedandnormallyarenotsubjecttochangesunlessnewaccountingstandards,
interpretationsoramendmentsareintroducedbytheIASB.
A4.1 Critical accounting policies, estimates and judgements
ThepreparationofthesefinancialstatementsrequiresPrudentialtomakeestimatesandjudgementsabouttheamountsofassets,
liabilities,revenuesandexpenses,whicharebothrecognisedandunrecognised(egcontingentliabilities)intheprimaryfinancial
statements.Prudentialevaluatesitsestimates,includingthoserelatedtolong-termbusinessprovisioningandthefairvalueofassetsas
required.Thenotesbelowsetoutthosecriticalaccountingpolicies,theapplicationofwhichrequirestheGrouptomakecriticalestimates
andjudgements.AlsosetoutarefurthercriticalaccountingpoliciesaffectingthepresentationoftheGroup’sresultsandotheritemsthat
requiretheapplicationofcriticalestimatesandjudgements.
(a) Critical accounting policies with associated critical estimates and judgements
Classification of insurance and investment contracts
IFRS4requirescontractswrittenby
insurerstobeclassifiedaseither
‘insurance’contractsor‘investment’
contracts.Theclassificationofthecontract
determinesitsaccounting.
Impacts$397.6billionofreported
contractliabilities,requiringclassification,
includingthoseheldbythejointventure
andassociate.
Judgementisappliedinconsidering
whetherthematerialfeaturesofa
contractgivesrisetothetransferof
significantinsurancerisk.
ContractsthattransfersignificantinsurancerisktotheGroupareclassifiedasinsurance
contracts.Thisjudgementismadeatthepointofcontractinceptionandisnotrevisited.
ForthemajorityoftheGroup’scontracts,classificationisbasedonareadilyidentifiable
scenariothatdemonstratesasignificantdifferenceincashflowsifthecoveredevent
occurs(asopposedtodoesnotoccur)reducingthelevelofjudgementinvolved.
ContractsthattransferfinancialrisktotheGroupbutnotsignificantinsuranceriskare
classifiedasinvestmentcontracts.Certaininvestmentcontractscontaindiscretionary
participatingfeaturesasdiscussedinIFRS4.Insurancecontractsandinvestment
contractswithdiscretionaryparticipationfeaturesareaccountedforunderIFRS4.
Investmentcontractswithoutsuchdiscretionaryparticipationfeaturesareaccountedfor
asfinancialinstrumentsunderIAS39.
Insurance business units
Asia
US
DiscontinuedUK
andEurope
Insurance contracts and
investment contracts with
discretionary participation
features
— With-profitscontracts
— Non-participatingterm
contracts
— Wholelifecontracts
— Unit-linkedpolicies
— Accidentandhealth
policies
Investment contracts without
discretionary participation
features
— Minoramountsfora
numberofsmall
categoriesofbusiness
— Variableannuity
contracts
— Fixedannuitycontracts
— Fixedindexannuity
contracts
— Grouppay-outannuity
— Guaranteed
investment
contracts(GICs)
— Minoramountsof
‘annuitycertain’
contracts
contracts
— Lifeinsurance
contracts
— With-profitscontracts
— Bulkandindividual
annuitybusiness
— Non-participatingterm
contracts
— Certainunit-linked
savingsandsimilar
contracts
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUEDMeasurement of policyholder liabilities and unallocated surplus of with-profits
Themeasurementbasisofpolicyholder
liabilitiesisdependentuponthe
classificationofthecontractsunderIFRS4
describedabove.
Impacts$402.3billionofpolicyholder
liabilitiesandunallocatedsurplusof
with-profits.
Policyholderliabilitiesareestimatedbased
onanumberofactuarialassumptions(eg
mortality,morbidity,policyholder
behaviourandexpenses).
Measurementofinsurancecontract
liabilitiesandinvestmentcontractliabilities
withdiscretionaryparticipationfeatures
Asia insurance operations
US insurance operations (Jackson)
Discontinued UK and Europe
insurance operations
Measurementofinvestmentcontract
liabilitieswithoutdiscretionary
participationfeatures
IFRS4permitsthecontinuedusageofpreviouslyappliedGenerallyAcceptedAccounting
Practices(GAAP)forinsurancecontractsandinvestmentcontractswithdiscretionary
participatingfeatures.
AmodifiedstatutorybasisofreportingwasadoptedbytheGrouponfirsttimeadoptionof
IFRSin2005.ThiswassetoutintheStatementofRecommendedPracticeissuedbythe
AssociationofBritishInsurers(ABISORP).AnexceptionwasforUKregulatedwith-
profitsfundswhichweremeasuredunderFRS27,‘LifeAssurance’asdiscussedbelow.
FRS27andtheABISORPwerewithdrawnfortheaccountingperiodsbeginninginorafter
2015.Asusedintheseconsolidatedfinancialstatements,theterms‘grandfathered’FRS
27andthe‘grandfathered’ABISORPrefertotherequirementsofthesepronouncements
priortotheirwithdrawal.Forinvestmentcontractsthatdonotcontaindiscretionary
participatingfeatures,IAS39isappliedand,wherethecontractincludesaninvestment
managementelement,IFRS15‘RevenuefromContractswithCustomers’applies.
Thepoliciesappliedineachbusinessunitarenotedbelow.Whenmeasuringpolicyholder
liabilities,anumberofassumptionsareappliedtoestimatefutureamountsduetoorfromthe
policyholder.Thenatureofassumptionsvariesbyproductandamongthemostsignificantis
policyholderbehaviour,particularlyintheUS.Additionaldetailsofvaluationmethodologies
andassumptionsappliedformaterialproducttypesarediscussedinnoteC4.2.
ThepolicyholderliabilitiesforbusinessesinAsiaaregenerallydeterminedinaccordance
withmethodsprescribedbylocalGAAP,adjustedtocomplywiththemodifiedstatutory
basiswherenecessary.Refinementstothelocalreservingmethodologyaregenerally
treatedaschangesinestimates,dependentontheirnature.InTaiwanandIndia,USGAAP
principlesareapplied.
ThesensitivityofAsiainsuranceoperationstovariationsinkeyestimatesand
assumptions,includingmortalityandmorbidity,isdiscussedinnoteC7.2.
ThepolicyholderliabilitiesforJackson’sconventionalprotection-typepoliciesare
determinedunderUSGAAPprincipleswithlockedinassumptionsformortality,interest,
policylapsesandexpensesalongwithprovisionsforadversedeviations.Forother
policies,thepolicyholderliabilitiesincludethepolicyholderaccountbalance.
ForthoseinvestmentcontractsintheUSwithfixedandguaranteedterms,theGroupuses
theamortisedcostmodeltomeasuretheliability.TheUShasnoinvestmentcontracts
withdiscretionaryparticipationfeatures.
ThesensitivityofUSinsuranceoperationstovariationsinkeyestimatesandassumptions,
includingpolicyholderbehaviour,isdiscussedinnoteC7.3.
TheUKregulatedwith-profitsfunds’liabilitiesaretherealisticbasisliabilitiesin
accordancewith‘grandfathered’FRS27.Therealisticbasisrequiresthevalueofliabilities
tobecalculatedasthesumofawith-profitsbenefitsreserve,futurepolicy-related
liabilitiesandtherealisticcurrentliabilitiesofthefund.
Theinterestratesusedinestablishingpolicyholderbenefitprovisionsforpension
annuitiesinthecourseofpaymentareadjustedeachreportingperiodandincludean
allowanceforcreditrisk.Mortalityratesusedinestablishingpolicyholderbenefitsare
basedonpublishedmortalitytablesadjustedtoreflectactualexperience.
Investmentcontractswithoutdiscretionaryparticipationfeaturesaremeasuredin
accordancewithIAS39toreflectthedepositnatureofthearrangement,withpremiums
andclaimsreflectedasdepositsandwithdrawals,andtakendirectlytothestatement
offinancialpositionasmovementsinthefinancialliabilitybalance.
Investmentcontractswithoutfixedandguaranteedtermsareclassifiedasfinancial
instrumentsanddesignatedasfairvaluethroughprofitorlossbecausetheresulting
liabilitiesaremanagedandtheirperformanceisevaluatedonafairvaluebasis.Wherethe
contractincludesasurrenderoption,itscarryingvalueissubjecttoaminimumcarrying
valueequaltoitssurrendervalue.
Otherinvestmentcontractsaremeasuredatamortisedcost.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA4 Accounting policies continued
A4.1 Critical accounting policies, estimates and judgements continued
Measurement of policyholder liabilities and unallocated surplus of with-profits continued
Measurementofunallocatedsurplusof
with-profitsfunds
Liabilityadequacytest
Unallocatedsurplusofwith-profitsfundsrepresentstheexcessofassetsover
policyholderliabilitiesdeterminedinaccordancewiththeGroup’saccountingpoliciesand
basedonlocalGAAPfortheGroup’swith-profitsfundsinHongKong,Malaysiaand,upto
itsdemerger,theUKandEuropeoperationsthathaveyettobeappropriatedbetween
policyholdersandshareholders.Theunallocatedsurplusisrecordedwhollyasaliability
withnoallocationtoequity.Theannualexcessorshortfallofincomeoverexpenditureof
thewith-profitsfunds,afterdeclarationandattributionofthecostofbonusesto
policyholdersandshareholders,istransferredtoorfromtheunallocatedsurpluseach
periodthroughachargeorcredittotheincomestatement.Thebalanceretainedinthe
unallocatedsurplusrepresentscumulativeincomearisingonthewith-profitsbusinessthat
hasnotbeenallocatedtopolicyholdersorshareholders.Thebalanceoftheunallocated
surplusisdeterminedafterfullprovisionfordeferredtaxonunrealisedappreciationor
depreciationoninvestments.
TheGroupperformsadequacytestingonitsinsuranceliabilitiestoensurethatthe
carryingamounts(netofrelateddeferredacquisitioncosts)and,whererelevant,present
valueofacquiredin-forcebusinessissufficienttocovercurrentestimatesoffuturecash
outflows.Anydeficiencyisimmediatelychargedtotheincomestatement.
Jackson’sliabilitiesforinsurancecontracts,whichincludethoseforseparateaccounts
(reflectingseparateaccountassets),policyholderaccountvaluesandguarantees
measuredasdescribedinnoteC4.2andtheassociateddeferredacquisitioncostasset,
aremeasuredunderUSGAAPandliabilityadequacytestingisperformedinthiscontext.
UnderUSGAAP,mostofJackson’sproductsareaccountedforunderAccounting
StandardsCodificationTopic944,FinancialServices–InsuranceoftheFinancial
AccountingStandardsBoard(ASC944)wherebydeferredacquisitioncostsareamortised
inlinewithexpectedgrossprofits.Recoverabilityofthedeferredacquisitioncostsinthe
balancesheetistestedagainsttheprojectedvalueoffutureprofitusingcurrentestimates
andthereforenoadditionalliabilityadequacytestisrequiredunderIFRS4.Thedeferred
acquisitioncostassetrecoverabilitytestisperformedinlinewithUSGAAPrequirements,
whichinpracticeisatagroupedlevelofthosecontractsmanagedtogether.
(b) Further critical accounting policies affecting the presentation of the Group’s results
Measurement and presentation of derivatives and debt securities of US insurance operations (Jackson)
Jacksonholdsanumberofderivative
instrumentsanddebtsecurities.The
selectionoftheaccountingapproachfor
theseitemssignificantlyaffectsthe
volatilityofprofitbeforetax.
$(4,225)millionoftheUSinvestment
returnintheincomestatementarisesfrom
suchderivativesanddebtsecurities.
Jacksonentersintoderivativeinstrumentstomitigateeconomicexposures.TheGroup
hasconsideredwhetheritisappropriatetoundertakethenecessaryoperationalchanges
toqualifyforhedgeaccountingsoastoachievematchingofvaluemovementsinhedging
instrumentsandhedgeditemsintheperformancestatements.Thekeyfactorsconsidered
inthisassessmentwerethecomplexityofassetandliabilitymatchinginJackson’sproduct
rangeandthedifficultyandcostofapplyingthemacrohedgeprovisionsunderIAS39
(whicharemoresuitedtobankingarrangements)toJackson’sderivativebook.
TheGrouphasdecidedthat,exceptforoccasionalcircumstances,applyinghedge
accountingusingIAS39toderivativeinstrumentsheldbyJacksonwouldnotimprovethe
relevanceorreliabilityofthefinancialstatementstosuchanextentthatwouldjustifythe
difficultyandcostofapplyingtheseprovisions.Asaresultofthisdecision,thetotal
incomestatementresultsaremorevolatileasthemovementsinthefairvalueofJackson’s
derivativesarereflectedwithinit.Thisvolatilityisreflectedinthelevelofshort-term
fluctuationsininvestmentreturns,asshowninnotesB1.1andB1.2.
UnderIAS39,unlesscarriedatamortisedcost(subjecttoimpairmentprovisionswhere
appropriate)undertheheld-to-maturitycategory,debtsecuritiesarecarriedatfairvalue.
TheGrouphaschosennottoclassifyanyfinancialassetsasheld-to-maturity.Debt
securitiesofJacksonaredesignatedasavailable-for-salewithvaluemovements,unless
impaired,beingrecordedasmovementswithinothercomprehensiveincome.
Impairmentsarerecordedintheincomestatement,asdiscussedinnote(c)below.
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUEDPresentation of results before tax attributable to shareholders
ProfitbeforetaxisasignificantIFRSincome
statementitem.TheGrouphaschosento
presentameasureofprofitbeforetax
attributabletoshareholderswhich
distinguishesbetweentaxborneby
shareholdersandtaxattributableto
policyholderstosupportunderstandingof
theperformanceoftheGroup.
ThetotaltaxchargefortheGroupreflectstaxthat,inadditiontothatrelatingto
shareholders’profit,isalsoattributabletopolicyholdersthroughtheinterestinwith-
profitsorunit-linkedfunds.FurtherdetailisprovidedinnoteB4.ReportedIFRSprofit
beforethetaxmeasureisthereforenotrepresentativeofpre-taxprofitattributableto
shareholders.Accordingly,inordertoprovideameasureofpre-taxprofitattributableto
shareholders,theGrouphaschosentoadoptanincomestatementpresentationofthetax
chargeandpre-taxresultsthatdistinguishesbetweenpolicyholdersandshareholders
returns.
Profitfromcontinuingoperationsbefore
taxattributabletoshareholdersis
$1,922millionandcomparestoprofit
fromcontinuingoperationsbeforetax
of$2,287million.
Segmental analysis of results and earnings attributable to shareholders
TheGroupusesadjustedIFRSoperating
profitbasedonlonger-terminvestment
returnsasthesegmentalmeasureofits
results.
TotalsegmentaladjustedIFRSoperating
profitfromcontinuingoperationsbased
onlonger-terminvestmentreturnsis
$6,346millionandisshowninnoteB1.1.
ThebasisofcalculationofadjustedIFRSoperatingprofitbasedonlonger-terminvestment
returnsisprovidedinnoteB1.3.
Forshareholder-backedbusiness,withtheexceptionofdebtsecuritiesheldbyJackson
andtheGroup’snewtreasurycompany,whicharetreatedasavailable-for-sale,and
assetsclassifiedasloansandreceivablesatamortisedcost,allfinancialinvestments
andinvestmentpropertiesaredesignatedasassetsatfairvaluethroughprofitorloss.
Short-termfluctuationsinfairvalueaffecttheresultfortheyearandtheGroupprovides
additionalanalysisofresultsbeforeandaftertheeffectsofshort-termfluctuationsin
investmentreturns,togetherwithotheritemsthatareofashort-term,volatileorone-off
nature.Theeffectsofshort-termfluctuationsincludeasymmetricimpactswherethe
measurementbasesoftheliabilitiesandassociatedderivativesusedtomanagethe
JacksonannuitybusinessdifferasdescribedinnoteB1.2.
Short-termfluctuationsininvestmentreturnsonassetsheldbywith-profitsfundsinHong
Kong,MalaysiaandSingaporedonotaffectdirectlyreportedshareholderresults.Thisis
because(i)theunallocatedsurplusofwith-profitsfundsisaccountedforasaliabilityand
(ii)excessordeficitofincomeandexpenditureofthefundsovertherequiredsurplusfor
distributionaretransferredtoorfrompolicyholderliabilities(includingtheunallocated
surplus).
(c) Other items requiring application of critical estimates or judgements
Deferred acquisition costs (DAC) for insurance contracts
TheGroupappliesjudgementin
determiningqualifyingcoststhatshouldbe
capitalised(iethosecostsofacquiringnew
insurancecontractsthatmeetthecriteria
undertheGroup’saccountingpolicyfor
deferredacquisitioncosts).
TheGroupestimatesprojectedfuture
profits/marginstoassesswhether
adjustmentstothecarryingvalueor
amortisationprofileofdeferredacquisition
costassetarenecessary.
Impacts$14.2billionofdeferred
acquisitioncostsasshowninnoteC5.2(i).
Costsofacquiringnewinsurancebusinessareaccountedforinawaythatisconsistent
withtheprinciplesofthe’grandfathered’ABISORPwithdeferralandamortisationagainst
marginsinfuturerevenuesontherelatedinsurancepolicies.Therecoverabilityofthe
deferredacquisitioncosts(DAC)ismeasuredandtheDACassetisdeemedimpairedifthe
projectedmargins(whichareestimatedbasedonanumberofassumptionssimilarto
thoseunderlyingpolicyholderliabilities)arelessthanthecarryingvalue.Totheextentthat
thefuturemarginsdifferfromthoseanticipated,anadjustmenttothecarryingvaluewill
benecessaryeitherthroughanimpairment(iftheprojectedmarginsarelowerthan
carryingvalue)orthroughachangeintheamortisationprofile.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA4 Accounting policies continued
A4.1 Critical accounting policies, estimates and judgements continued
Deferred acquisition costs (DAC) for insurance contracts continued
Asia insurance operations
ForthosebusinessunitsapplyingUSGAAPtoinsuranceassetsandliabilities,as
permittedbythe‘grandfathered’ABISORP,principlessimilartothosesetoutintheUS
insuranceoperationsparagraphbelowareappliedtothedeferralandamortisationof
acquisitioncosts.ForotherbusinessunitsinAsia,thegeneralprinciplesofthe
‘grandfathered’ABISORPareapplied.Ingeneral,deferralofacquisitioncostsisshownby
anexplicitcarryingvalueinthebalancesheet.However,insomeAsiaoperationsthe
deferralisimplicitthroughthereservingbasis.
US insurance operations
Themostmaterialestimatesandassumptionsappliedinthemeasurementand
amortisationofDACbalancesrelatetotheUSinsuranceoperations.
TheGroup’sUSinsuranceoperationsapplyFASBASU2010-26on‘AccountingforCosts
AssociatedwithAcquiringorRenewingInsuranceContracts’andcapitaliseonlythose
incrementalcostsdirectlyrelatingtosuccessfullyacquiringacontract.
Fortermlifebusiness,acquisitioncostsaredeferredandamortisedinlinewithexpected
premiums.Forannuityandinterest-sensitivelifebusiness,acquisitioncostsaredeferred
andamortisedinlinewithexpectedgrossprofitsontherelevantcontracts.Forfixedand
fixedindexannuityandinterest-sensitivelifebusiness,thekeyassumptionisthe
long-termspreadbetweentheearnedrateoninvestmentsandtheratecreditedto
policyholders.
Forvariableannuitybusiness,akeyassumptionisthelong-terminvestmentreturnfrom
theseparateaccounts,whichfor2019is7.4percent(2018:7.4percent).Theimpactof
usingthisreturnisreflectedintwoprincipalways,namely:
— Throughtheprojectedexpectedgrossprofitsthatareusedtodeterminethe
amortisationofdeferredacquisitioncosts.Thisisappliedthroughtheuseofamean
reversiontechniquewhichisdescribedinmoredetailbelow;and
— Therequiredlevelofprovisionforclaimsforguaranteedminimumdeath,‘forlife’
withdrawal,andincomebenefits.
Inaddition,expectedgrossprofitsdependonmortalityassumptions,lapses(includingthe
relatedcharges),assumedunitcostsandfuturehedgecosts,whicharebasedona
combinationofJackson’sactualexperience,industrybenchmarkingandfuture
expectations.
Jacksonusesameanreversionmethodologythatsetstheprojectedlevelofreturnfor
eachofthenextfiveyearssuchthatthesereturnsincombinationwiththeactualratesof
returnfortheprecedingthreeyears(includingthecurrentyear)averagetheassumed
long-termannualreturn(grossofassetmanagementfeesandotherchargesto
policyholders,butnetofexternalfundmanagementfees)overtheeight-yearperiod.
Projectedreturnsafterthemeanreversionperiodrevertbacktothelong-terminvestment
return.Forfurtherdetailsoncurrentbalances,assumptionsandsensitivity,refertonote
C5.2(i).
Toensurethatthemethodologyinextrememarketmovementsproducesfutureexpected
returnsthatarerealistic,themeanreversiontechniquehasacapandfloorfeature
wherebytheprojectedreturnsineachofthenextfiveyearscanbenomorethan
15percentperannumandnolessthanzeropercentperannum(bothgrossofasset
managementfeesandotherchargestopolicyholders,butnetofexternalfund
managementfees)ineachyear.
JacksonmakescertainadjustmentstotheDACassetswhicharerecogniseddirectlyin
othercomprehensiveincome(‘shadowaccounting’)tomatchtherecognitionof
unrealisedgainsorlossesonavailable-for-salesecuritiescausingtheadjustments.More
precisely,shadowDACadjustmentsreflectthechangeinDACthatwouldhavearisenif
theassetsheldinthestatementoffinancialpositionhadbeensold,crystallisingunrealised
gainsorlosses,andtheproceedsreinvestedattheyieldscurrentlyavailableinthemarket.
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUEDCarrying value of distribution rights intangible assets
TheGroupappliesjudgementtoassess
whetherfactorssuchasthefinancial
performanceofthedistribution
arrangement,changesinrelevant
legislationandregulatoryrequirements
indicateanimpairmentofintangibleassets
representingdistributionrights.
Todeterminetheimpairedvalue,the
Groupestimatesthediscountedfuture
expectedcashflowsarisingfrom
distributionrights.
Affects$3.0billionofassetsasshown
innoteC5.2.
Financial investments – Valuation
Distributionrightsrelatetobancassurancepartnershiparrangementsforthedistribution
ofproductsforthetermofthecontractualagreementwiththebankpartner,forwhichan
assetisrecognisedbasedonfeespaid.Distributionrightsimpairmenttestingisconducted
whenthereisanindicationofimpairment.
Toassessindicatorsofanimpairment,theGroupmonitorsanumberofinternaland
externalfactors,includingindicationsthatthefinancialperformanceofthearrangementis
likelytobeworsethanexpectedandchangesinrelevantlegislationandregulatory
requirementsthatcouldimpacttheGroup’sabilitytocontinuetosellnewbusiness
throughthebancassurancechannel,andthenappliesjudgementtoassesswhetherthese
factorsindicatethatanimpairmenthasoccurred.
Ifanimpairmenthasoccurred,achargeisrecognisedintheincomestatementforthe
differencebetweenthecarryingvalueandrecoverableamountoftheasset.The
recoverableamountisthegreateroffairvaluelesscoststosellandvalueinuse.Valuein
useiscalculatedasthepresentvalueoffutureexpectedcashflowsfromtheassetorthe
cashgeneratingunittowhichitisallocated.
Financialinvestmentsheldatfairvalue
represent$388.1billionoftheGroup’stotal
assets.
TheGroupholdsthemajorityofitsfinancialinvestmentsatfairvalue(eitherthroughprofit
orlossoravailable-for-sale).Financialinvestmentsheldatamortisedcostprimarily
compriseloansanddeposits.
Financialinvestmentsheldatamortised
costrepresent$15.6billionoftheGroup’s
totalassets.
TheGroupestimatesthefairvalueof
financialinvestmentsthatarenotactively
tradedusingquotationsfromindependent
thirdpartiesorinternallydevelopedpricing
models.
Determination of fair value
ThefairvaluesofthefinancialinstrumentsforwhichfairvaluationisrequiredunderIFRS
aredeterminedbytheuseofcurrentmarketbidpricesforexchange-quotedinvestments
orbyusingquotationsfromindependentthirdpartiessuchasbrokersandpricingservices
orbyusingappropriatevaluationtechniques.
Theestimatedfairvalueofderivativefinancialinstrumentsreflectstheestimatedamount
theGroupwouldreceiveorpayinanarm’s-lengthtransaction.Thisamountisdetermined
usingquotedpricesifexchangelisted,quotationsfromindependentthirdpartiesor
valuedinternallyusingstandardmarketpractices.
Currentmarketbidpricesareusedtovalueinvestmentshavingquotedprices.Actively
tradedinvestmentswithoutquotedpricesarevaluedusingpricesprovidedbythird
partiessuchasbrokersorpricingservices.Financialinvestmentsmeasuredatfairvalue
areclassifiedintoathree-levelhierarchyasdescribedinnoteC3.1(b).
IfthemarketforafinancialinvestmentoftheGroupisnotactive,theGroupestablishesfair
valuebyusingquotationsfromindependentthirdparties,suchasbrokersorpricing
services,orbyusinginternallydevelopedpricingmodels.Priorityisgiventopublicly
availablepricesfromindependentsourceswhenavailable,butoverallthesourceof
pricingand/orthevaluationtechniqueischosenwiththeobjectiveofarrivingatafair
valuemeasurementwhichreflectsthepriceatwhichanorderlytransactionwouldtake
placebetweenmarketparticipantsonthemeasurementdate.Thevaluationtechniques
includetheuseofrecentarm’slengthtransactions,referencetootherinstrumentsthatare
substantiallythesame,discountedcashflowanalysis,option-adjustedspreadmodels
and,ifapplicable,enterprisevaluationandmayincludeanumberofassumptionsrelating
tovariablessuchascreditriskandinterestrates.Changesinassumptionsrelatingtothese
variablescouldpositivelyornegativelyimpactthereportedfairvalueofthesefinancial
investments.Detailsofthefinancialinvestmentsclassifiedas‘level3’towhichvaluation
techniquesareappliedandthesensitivityofprofitbeforetaxtoachangeinthevaluation
oftheseitems,arepresentedinnoteC3.1(d).
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA4 Accounting policies continued
A4.1 Critical accounting policies, estimates and judgements continued
Financial investments – Determining impairment of “available-for-sale” and “amortised cost” assets
TheGroupappliesjudgementtoassess
whetherfactorssuchastheseverityand
durationofthedeclineinfairvalue,the
financialconditionandtheprospectsofthe
issuerindicateanimpairmentinvalueof
financialinvestmentsclassifiedas
‘available-for-sale’or‘heldatamortised
cost’.
Ifevidenceforimpairmentexists,valuation
techniques,includingestimates,arethen
appliedindeterminingtheimpairedvalue,
whichisbasedonitsexpectationof
discountedfuturecashflows.Ifthe
impairedvalueislessthanbookcost,an
impairmentlossisrecognisedintheincome
statement.
Affects$73.9billionofassets.
Forfinancialinvestmentsclassifiedas‘availableforsale’or‘atamortisedcost’,ifaloss
eventthatwillhaveadetrimentaleffectoncashflowsisidentified,animpairmentlossis
recognisedintheincomestatement.Thelossrecognisedisdeterminedasthedifference
betweenthebookcostandthefairvalueorestimatedfuturecashflowsoftherelevant
impairmentassets.Thelosscomprisestheeffectoftheexpectedlossofcontractualcash
flowsandanyadditionalmarket-pricedriventemporaryreductionsinvalues.
Available-for-sale securities
TheGroup’savailable-for-salesecuritiesareprincipallyheldbytheUSinsurance
operations.Forthesesecurities,theconsiderationofevidenceofimpairmentrequires
management’sjudgement.Inmakingthisdetermination,arangeofmarketandindustry
indicatorsareconsideredincludingtheseverityanddurationofthedeclineinfairvalue
andthefinancialconditionandprospectsoftheissuer.Thefactorsreviewedinclude
economicconditions,creditlossexperience,otherissuer-specificdevelopmentsand
futurecashflows.Theseassessmentsarebasedonthebestavailableinformationatthe
time.Factorssuchasmarketliquidity,thewideningofbid/askspreadsandachangein
cashflowassumptionscancontributetofuturepricevolatility.Ifactualexperiencediffers
negativelyfromtheassumptionsandotherconsiderationsusedintheconsolidated
financialstatements,unrealisedlossescurrentlyinequitymayberecognisedinthe
incomestatementinfutureperiods.
ForUSresidentialmortgage-backedandotherasset-backedsecurities,allofwhichare
classifiedasavailable-for-sale,impairmentisestimatedusingamodelofexpectedfuture
cashflows.Keyassumptionsusedinthemodelincludeassumptionsabouthowmuchof
thecurrentlydelinquentloanswilleventuallydefaultandassumedlossseverity.
Additionaldetailsonthemethodologyandestimatesusedtodetermineimpairmentsof
theavailable-for-salesecuritiesofJacksonaredescribedinnoteC3.2(e).
Assets held at amortised cost
Whenassetsheldatamortisedcostaresubjecttoimpairmenttesting,estimatedfuture
cashflowsarecomparedtothecarryingvalueoftheasset.Inestimatingfuturecashflows,
theGrouplooksattheexpectedcashflowsoftheassetsandapplieshistoricalloss
experienceofassetswithsimilarcreditrisksthathasbeenadjustedforconditionsinthe
historicallossexperiencewhichnolongerexist,orforconditionsthatareexpectedto
arise.Theestimatedfuturecashflowsarediscountedusingthefinancialasset’soriginalor
variableeffectiveinterestrateandexcludecreditlossesthathavenotyetbeenincurred.
Reversal of impairment losses
If,insubsequentperiods,animpaireddebtsecurityheldonanavailable-for-salebasisor
animpairedloanorreceivablerecoversinvalue(inpartorinfull)andthisrecoverycanbe
objectivelyrelatedtoaneventoccurringaftertheimpairment,thenanyamount
determinedtohavebeenrecoveredisreversedthroughtheincomestatement.
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUEDA4.2 New accounting pronouncements not yet effective
Thefollowingstandards,interpretationsandamendmentshavebeenissuedbutarenotyeteffectivein2019,includingthosewhich
havenotyetbeenadoptedintheEU.FollowingUK’swithdrawalfromtheEuropeanUnion,theGroupwillcontinuetopreparethese
statementsinaccordancewithIASBissuedstandardsasendorsedbytheEUuntiltheendofthetransitionperiodon31December2020.
ThisincludesaccountingstandardsalreadyendorsedbytheEUbutnotyeteffectiveaswellasanyneworamendedstandardsadopted
bytheEUbeforethe31December2020.Forfinancialyearsbeginningafter31December2020,theGroupwillberequiredtoprepare
financialstatementsinaccordancewithUK-adoptedinternationalaccountingstandards.TheGovernmentisintheprocessof
establishingtheUKEndorsementBoardtoundertaketheworkofassessing,endorsingandadoptinganyneworamendedInternational
AccountingStandardspublishedbytheIASB.
Thisisnotintendedtobeacompletelistasonlythosestandards,interpretationsandamendmentsthatcouldhaveamaterialimpact
ontheGroup’sfinancialstatementsarediscussed.
IFRS 9 ‘Financial instruments: Classification and measurement’
InJuly2014,theIASBpublishedacompleteversionofIFRS9withtheexceptionofmacrohedgeaccounting.Thestandardbecame
mandatorilyeffectivefortheannualperiodsbeginningonorafter1January2018,withearlyapplicationpermittedandtransitionalrules
apply.
TheGroupmettheeligibilitycriteriafortemporaryexemptionundertheAmendmentstoIFRS4fromapplyingIFRS9in2018andhas
accordinglydeferredtheadoptionofIFRS9untilthedatewhenIFRS17‘InsuranceContracts’isexpectedtobeadopteduponitscurrent
mandatoryeffectivedate.TheGroupmadeareassessmentduringtheyearfollowingthedemergeroftheUKandEuropeoperations
inOctober2019andconfirmedthatitremainedqualifiedforthetemporaryexemption.TheGroupiseligibleasitsactivitiesare
predominantlytoissueinsurancecontractsbasedonthecriteriaassetoutintheamendmentstoIFRS4.Thedisclosureofthefairvalueof
theGroup’sfinancialassets,showingtheamountsforinstrumentsthatmeetthe‘SolelyforPaymentofPrincipalandInterest’(SPPI)
criteriathatdonotmeetthedefinitionofheldfortradingoraremanagedandevaluatedonafairvaluebasisseparatelyfromallother
financialassets,asrequiredforentitiesapplyingthetemporaryexemptionisprovidedbelow.
WhenadoptedIFRS9replacestheexistingIAS39‘FinancialInstruments–RecognitionandMeasurement’andwillaffectthe
followingthreeareas:
The classification and the measurement of financial assets and liabilities
IFRS9redefinestheclassificationoffinancialassets.Basedonthewayinwhichtheassetsaremanagedinordertogeneratecashflows
andtheircontractualcashflowcharacteristics(whetherthecashflowsrepresent‘solelypaymentsofprincipalandinterest’),financial
assetsareclassifiedintooneofthefollowingcategories:amortisedcost,fairvaluethroughothercomprehensiveincome(FVOCI)andfair
valuethroughprofitorloss(FVTPL).AnoptionisalsoavailableatinitialrecognitiontoirrevocablydesignateafinancialassetasatFVTPL
ifdoingsoeliminatesorsignificantlyreducesaccountingmismatches.
UnderIAS39,82percentoftheGroup’sinvestmentsarevaluedatFVTPLandtheGroup’scurrentexpectationisthatasignificant
proportionwillcontinuetobedesignatedassuchunderIFRS9.
TheexistingIAS39amortisedcostmeasurementforfinancialliabilitiesislargelymaintainedunderIFRS9.Forfinancialliabilities
designatedatFVTPLIFRS9requireschangesinfairvalueduetochangesinentity’sowncreditrisktoberecognisedinother
comprehensiveincome.
The calculation of the impairment charge relevant for financial assets held at amortised cost or FVOCI
AnewimpairmentmodelbasedonanexpectedcreditlossapproachreplacestheexistingIAS39incurredlossimpairmentmodel,
resultinginearlierrecognitionofcreditlossescomparedtoIAS39.ThisaspectisthemostcomplexareaofIFRS9toimplementandwill
involvesignificantjudgementsandestimationprocesses.TheGroupiscurrentlyassessingthescopeofassetstowhichthese
requirementswillapply.
The hedge accounting requirements which are more closely aligned with the risk management activities of the Company
NosignificantchangetotheGroup’shedgeaccountingiscurrentlyanticipated,butthisremainsunderreview.
TheGroupisassessingtheimpactofIFRS9andimplementingthisstandardinconjunctionwithIFRS17aspermitted.Furtherdetails
onIFRS17areprovidedbelow.
TheparentcompanyandanumberofintermediateholdingcompaniesintheUKandnon-insurancesubsidiariesinAsiaadoptedIFRS
9in2018intheirindividualorseparatefinancialstatementswherethesestatementsarepreparedinaccordancewithIFRS,includingthe
UKFinancialReportingStandard101ReducedDisclosureFramework.Thepublicavailabilityofthefinancialstatementsfortheseentities
variesaccordingtothelocallawsandregulationsofeachjurisdiction.TheresultsfortheseentitiescontinuetobeaccountedforonanIAS
39basisintheseconsolidatedfinancialstatements.
ThefairvalueoftheGroup’sdirectlyheldfinancialassetsat31December2019and2018areshownbelow.The2018comparative
informationincludesfinancialassetsrelatedtoM&Gplc,whichwasdemergedfromtheGroupinOctober2019.Financialassetswith
contractualtermsthatgiveriseonspecifieddatestocashflowsthataresolelypaymentsofprincipalandinterest(SPPI)asdefinedbyIFRS
9areshownseparately.Thisexcludesfinancialassetsthatmeetthedefinitionofheldfortradingoraremanagedandevaluatedonafair
valuebasis.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA4 Accounting policies continued
A4.2 New accounting pronouncements not yet effective continued
Financial assets, net of derivative liabilities, on the Group’s statement
of financial position at 31 Dec 2019
Accruedinvestmentincome
Otherdebtors
Loans note (1)
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities note (2)
Derivativeassets,netofderivativeliabilities
Otherinvestments
Deposits
Cashandcashequivalents
Totalfinancialassets,netofderivativeliabilities
Financial assets, net of derivative liabilities, on the Group’s statement
of financial position at 31 Dec 2018
Accruedinvestmentincome
Otherdebtors
Loans note (1)
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities note (2)
Derivativeassets,netofderivativeliabilities
Otherinvestments
Deposits
Cashandcashequivalents
Totalfinancialassets,netofderivativeliabilities
Financial assets that pass the
SPPI test
All other financial assets, net of
derivative liabilities
Fair value at
31 Dec 2019
$m
Movement in
the fair value
during the year
$m
Fair value at
31 Dec 2019
$m
Movement in
the fair value
during the year
$m
1,641
2,054
13,484
–
56,365
–
–
2,615
6,965
83,124
–
–
517
–
4,114
–
–
–
–
4,631
–
–
3,614
247,281
78,205
1,353
1,302
–
–
331,755
–
–
2
44,250
5,594
(5,825)
44
–
–
44,065
Financial assets that pass the
SPPI test
All other financial assets, net of
derivative liabilities
Fair value at
31 Dec 2018
$m
Movement in
the fair value
during the year
$m
Fair value at
31 Dec 2018
$m
Movement in
the fair value
during the year
$m
3,501
5,207
15,175
–
50,335
–
–
15,023
15,442
104,683
–
–
(658)
–
(2,102)
–
–
–
–
(2,760)
–
–
8,284
273,484
172,998
(15)
8,294
–
–
463,045
–
–
(233)
(21,843)
(4,464)
(1,256)
622
–
–
(27,174)
Notes
(1)
(2)
TheloansthatpasstheSPPItestinthetableaboveareprimarilycarriedatamortisedcostunderIAS39.FurtherinformationontheseloansisasprovidedinnoteC3.3.
ThedebtsecuritiesthatpasstheSPPItestinthetableaboveareprimarilyheldbyJacksonandareclassifiedasavailable-for-saleunderIAS39.Thecreditratingsofthesesecurities,
analysedonthesamebasisofthosedisclosedinnoteC3.2,areasfollows:
Available-for-sale debt securities that pass the SPPI test
AAA
AA+toAA-
A+toA-
BBB+toBBB-
BelowBBB-
Other
Totalfairvalue
31 Dec 2019
$m
31 Dec 2018
$m
1,117
11,328
15,140
17,972
814
9,994
56,365
830
9,236
13,009
18,232
1,074
7,954
50,335
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUEDTheunderlyingfinancialassetsoftheGroup’sjointventuresandassociatesaccountedforusingtheequitymethodareanalysedbelow
intothosewhichmeettheSPPIconditionofIFRS9,excludinganyfinancialassetsthatmeetthedefinitionofheldfortradingorare
managedandevaluatedonafairvaluebasis,andallotherfinancialassets.Fairvalueinformationforjointventuresandassociatesisalso
setoutinthetablebelow:
Financial assets, net of derivative liabilities, held by the Group’s joint ventures and
associates accounted for using the equity method at 31 Dec 2019
Accruedinvestmentincome
Otherdebtors
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Deposits
Cashandcashequivalents
Totalfinancialassets,netofderivativeliabilities
Financial assets, net of derivative liabilities, held by the Group’s joint ventures and
associates accounted for using the equity method at 31 Dec 2018
Accruedinvestmentincome
Otherdebtors
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Deposits
Cashandcashequivalents
Totalfinancialassets,netofderivativeliabilities
Financial assets that pass the
SPPI test
All other financial assets, net of
derivative liabilities
Fair value at
31 Dec 2019
$m
Movement in
the fair value
during the year
$m
Fair value at
31 Dec 2019
$m
Movement in
the fair value
during the year
$m
161
329
197
–
–
521
513
1,721
–
–
–
–
–
–
–
–
–
–
–
5,999
6,080
–
–
12,079
–
–
–
444
86
–
–
530
Financial assets that pass the
SPPI test
All other financial assets, net of
derivative liabilities
Fair value at
31 Dec 2018
$m
Movement in
the fair value
during the year
$m
Fair value at
31 Dec 2018
$m
Movement in
the fair value
during the year
$m
167
270
149
–
–
452
504
1,542
–
–
–
–
–
–
–
–
–
–
–
4,683
5,409
–
–
10,092
–
–
–
(375)
115
–
–
(260)
IFRS 17 ‘Insurance Contracts’
InMay2017,theIASBissuedIFRS17‘InsuranceContracts’toreplacetheexistingIFRS4‘InsuranceContracts’.Thestandard,whichis
subjecttoendorsementintheEUandotherregions,appliestoannualperiodsbeginningonorafter1January2021.InJune2019,the
IASBissuedanexposuredraftproposingamendmentstoIFRS17whichincludesadelayoftheeffectivedateofIFRS17byoneyearto
periodsbeginningonorafter1January2022.Asaresultofcommentsonthisexposuredraft,theIASBredeliberatedonanumberof
areasoftheIFRS17withanamendedstandardexpectedtobeissuedinmid-2020.TheIASBstaffhaveproposedthattheIASBBoard
delaytheeffectivedatebyafurtheryearto1January2023.TheIASBwillmakeadecisiononthisproposalatits16-20March2020
meeting.EarlyapplicationofIFRS17ispermittedafterthestandardhasbeenendorsed,providedtheentityalsoappliesIFRS9onor
beforethedateitfirstappliesIFRS17.TheGroupintendstoadoptthenewstandardonitsmandatoryeffectivedate,alongsidethe
adoptionofIFRS9.
IFRS4permittedinsurerstocontinuetousethestatutorybasisofaccountingforinsuranceassetsandliabilitiesthatexistedintheir
jurisdictionspriortoJanuary2005.IFRS17replacesthiswithanewmeasurementmodelforallinsurancecontracts.
IFRS17requiresliabilitiesforinsurancecontractstoberecognisedasthepresentvalueoffuturecashflows,incorporatinganexplicit
riskadjustment,whichisupdatedateachreportingdatetoreflectcurrentconditions,andacontractualservicemargin(CSM)thatis
initiallysetequalandoppositetoanyday-onegainarisingoninitialrecognition.Lossesarerecogniseddirectlyintotheincomestatement.
Formeasurementpurposes,contractsaregroupedtogetherintocontractsofsimilarrisk,profitabilityprofileandissueyear,withfurther
divisionsforcontractsthataremanagedseparately.
ProfitforinsurancecontractsunderIFRS17isrepresentedbytherecognitionoftheservicesprovidedtopolicyholdersintheperiod
(releaseoftheCSM),releasefromnon-economicrisk(releaseofriskadjustment)andinvestmentprofit.
TheCSMisreleasedasprofitoverthecoverageperiodoftheinsurancecontract,reflectingthedeliveryofservicestothe
policyholder.Forcertaincontractswithparticipatingfeatures(whereasubstantialshareofthefairvalueoftherelatedinvestmentsand
otherunderlyingitemsispaidtopolicyholders),theCSMreflectsthevariablefeetoshareholders.Forthesecontracts,theCSMis
adjustedtoreflectthechangesineconomicexperienceandassumptions.ForallothercontractstheCSMisonlyadjustedfornon-
economicassumptions.ThescopeofcontractssubjecttothevariablefeeremainsunderconsiderationbytheGroup.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationA4 Accounting policies continued
A4.2 New accounting pronouncements not yet effective continued
IFRS17introducesanewmeasureofinsurancerevenue,basedonthedeliveryofservicestopolicyholdersandexcludinganypremiums
relatedtotheinvestmentelementsofpolicies,whichwillbesignificantlydifferentfromexistingpremiumrevenuemeasures,currently
reportedintheincomestatement.InordertotransitiontoIFRS17,theamountofdeferredprofit,beingtheCSMattransitiondate,needs
tobedetermined.
IFRS17requiresthisCSMtobecalculatedasifthestandardhadappliedretrospectively.Howeverifthisisnotpracticalanentityis
requiredtochooseeitherasimplifiedretrospectiveapproachortodeterminetheCSMbyreferencetothefairvalueoftheliabilitiesatthe
transitiondate.TheapproachfordeterminingtheCSMwillhaveasignificantimpactonbothshareholders’equityandontheamountof
profitsonin-forcebusinessinfuturereportingperiods.
IFRS 17 Implementation Programme
IFRS17isexpectedtohaveasignificantimpactastherequirementsofthenewstandardarecomplexandrequiresafundamentalchange
toaccountingforinsurancecontractsaswellastheapplicationofsignificantjudgementandnewestimationtechniques.Theeffectof
changesrequiredtotheGroup’saccountingpoliciesasaresultofimplementingthesestandardsarecurrentlyuncertain,particularlyas
therequirementsofthestandardcontinuetobedeliberatedbytheIASB.Thesechangescanbeexpectedto,amongotherthings,alter
thetimingofIFRSprofitrecognition.GiventheimplementationofthisstandardwillinvolvesignificantenhancementstoIT,actuarialand
financesystemsoftheGroup,itwillalsohaveanimpactontheGroup’sexpenses.
TheGrouphasaGroup-wideimplementationprogrammeunderwaytoimplementIFRS17andIFRS9.Theprogrammeisresponsible
forsettingGroup-wideaccountingpoliciesanddevelopingapplicationmethodologies,establishingappropriateprocessesandcontrols,
sourcingappropriatedataandimplementingactuarialandfinancesystemchanges.
AGroup-wideSteeringCommittee,chairedbytheGroupChiefFinancialOfficerandChiefOperatingOfficerwithparticipationfrom
theGroupRiskfunctionandtheGroup’sandbusinessunits’seniorfinancemanagers,providesoversightandstrategicdirectiontothe
implementationprogramme.Anumberofsub-committeesarealsoinplacetoprovidegovernanceoverthetechnicalinterpretationand
accountingpoliciesselected,programmemanagement,designanddeliveryoftheprogramme.
TheGroupismakingprogresstowardsprovidingIFRS17financialstatementsinlinewiththerequirementsforinterimreportingatits
effectivedate.
Other new accounting pronouncements
Inadditiontotheabove,thefollowingnewaccountingpronouncementshavealsobeenissuedandarenotyeteffectivebuttheGroupis
notexpectingthemtohaveasignificantimpactontheGroup’sfinancialstatements:
— RevisedConceptualFrameworkforFinancialReporting,issuedinMarch2018andeffectivefrom1January2020;
— AmendmenttoIFRS3‘BusinessCombinations’issuedinOctober2018andeffectivefrom1January2020;
— AmendmentstoIAS1andIAS8‘Definitionofmaterial’issuedinOctober2018andeffectivefrom1January2020;
— AmendmentstoIFRS9,IAS39andIFRS7‘Interestratebenchmarkreform’issuedinSeptember2019andeffectivefrom1January
2020;and
— AmendmentstoIAS1‘Classificationofliabilitiesascurrentornon-current’issuedinJanuary2020andeffectivefrom1January2022.
ForthoseIASBstandardsandamendmentsthathaveaneffectivedateafter31December2020,theGroup’sfinancialstatements
willbepreparedinaccordancewithUK-adoptedinternationalaccountingstandards,whichiscurrentlybeingfinalised,insteadof
EU-endorsedIFRS.
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A BASIS OF PREPARATION AND ACCOUNTING POLICIES CONTINUEDB Earnings performance
B1 Analysis of performance by segment
B1.1 Segment results
Asia
Insuranceoperations
Assetmanagement
TotalAsia
US
Jackson(USinsuranceoperations)
Assetmanagement
TotalUS
Total segment profit from continuing operations
Other income and expenditure
Investmentreturnandotherincome
Interestpayableoncorestructuralborrowings note (ii)
Corporateexpenditure note (iii)
Totalotherincomeandexpenditure
Restructuringcosts note (iv)
Adjusted IFRS operating profit based on longer-term
investment returns
Short-termfluctuationsininvestmentreturnson
shareholder-backedbusiness
Amortisationofacquisitionaccountingadjustments note (v)
(Loss)ondisposalofbusinessesandcorporatetransactions
Note
B3(a)
B3(b)
2019 $m
2018 $m
2019 vs 2018%
AER
note(i)
CER
note(i)
AER
note(i)
CER
note(i)
2,993
283
3,276
3,038
32
3,070
6,346
50
(516)
(460)
(926)
(110)
2,646
242
2,888
2,552
11
2,563
5,451
70
(547)
(490)
(967)
(75)
2,633
239
2,872
2,552
11
2,563
5,435
67
(523)
(477)
(933)
(73)
13%
17%
13%
19%
191%
20%
16%
(29)%
6%
6%
4%
14%
18%
14%
19%
191%
20%
17%
(25)%
1%
4%
1%
(47)%
(51)%
5,310
4,409
4,429
20%
20%
B1.2
D1
(3,203)
(43)
(142)
(791)
(61)
(107)
(796)
(61)
(106)
(305)%
30%
(33)%
(302)%
30%
(34)%
Profit from continuing operations before tax attributable
to shareholders
Taxcredit(charge)attributabletoshareholders’returns
Profit from continuing operations
Profitfromdiscontinuedoperations
Re-measurementofdiscontinuedoperationsondemerger
Cumulativeexchangelossrecycledfromothercomprehensiveincome
B4
D2
D2
D2
(Loss) profit from discontinued operations
Profit for the year
Attributable to:
EquityholdersoftheCompany
Fromcontinuingoperations
Fromdiscontinuedoperations
Non-controllinginterestsfromcontinuingoperations
1,922
31
1,953
1,319
188
(2,668)
(1,161)
792
1,944
(1,161)
9
792
3,450
(569)
3,466
(570)
2,881
1,142
–
–
1,142
4,023
2,877
1,142
4
4,023
2,896
1,092
–
–
1,092
3,988
2,892
1,092
4
3,988
(44)%
105%
(32)%
15%
–
–
(45)%
105%
(33)%
21%
–
–
(202)%
(206)%
(80)%
(80)%
(32)%
(202)%
125%
(33)%
(206)%
125%
(80)%
(80)%
Basic earnings per share (in cents)
BasedonadjustedIFRSoperatingprofitbasedonlonger-term
investmentreturns,netoftax,fromcontinuingoperations note (vi)
Basedonprofitfortheyearfromcontinuingoperations
Basedon(loss)profitfortheyearfromdiscontinuedoperations
2019
2018
2019 vs 2018%
Note
AER
note(i)
CER
note(i)
AER
note(i)
CER
note(i)
B5
B5
B5
175.0¢
75.1¢
(44.8)¢
145.2¢
111.7¢
44.3¢
146.0¢
112.5¢
42.4¢
21%
(33)%
(201)%
20%
(33)%
(206)%
FordefinitionsofAERandCERrefertonoteA1.
InterestchargedtotheincomestatementondebtthatwassubstitutedtoM&GplcinOctober2019for2019was$(179)million(2018:$(128)million).
Notes
(i)
(ii)
(iii) CorporateexpenditureasshownaboveisprimarilyforheadofficefunctionsinLondonandHongKong.
(iv) Restructuringcostsincludegroup-widecostsincurredforIFRS17implementationin2019fromcontinuingoperations.
(v)
(vi)
AmortisationofacquisitionaccountingadjustmentsprincipallyrelatetotheREALICbusinessofJacksonwhichwasacquiredin2012.
Taxchargeshavebeenreflectedasoperatingandnon-operatinginthesamewayasforthepre-taxitems.FurtherdetailsontaxchargesareprovidedinnoteB4.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationB1 Analysis of performance by segment continued
B1.2 Short-term fluctuations in investment returns on shareholder-backed business
Asiaoperations note (i)
USoperations note (ii)
Otheroperations
Total
2019 $m
2018 $m
657
(3,757)
(103)
(3,203)
(684)
(134)
27
(791)
Notes
(i)
Asia operations
InAsia,thepositiveshort-termfluctuationsof$657million(2018:negative$(684)million)principallyreflectnetvaluemovementsonshareholders’assetsandrelatedliabilities
followingdecreasesinbondyieldsduringtheyear.
(ii) US operations
Theshort-termfluctuationsininvestmentreturnsforUSinsuranceoperationsarereportednetoftherelatedcreditforamortisationofdeferredacquisitioncostsof$1,248millionas
showninnoteC5.2(i)(2018:debitof$(152)million)andcompriseamountsinrespectofthefollowingitems:
2019 $m
2018 $m
Netequityhedgeresult note (a)
Otherthanequity-relatedderivatives note (b)
Debtsecurities note (c)
Equity-typeinvestments:actuallesslonger-termreturn
Otheritems
TotalnetofrelatedDACamortisation
Notes
(a) Netequityhedgeresult
(4,582)
678
156
18
(27)
(3,757)
(78)
(85)
(42)
51
20
(134)
Thepurposeoftheinclusionofthisiteminshort-termfluctuationsininvestmentreturnsistosegregatetheamountincludedinpre-taxprofitthatrelatestotheaccounting
effectofmarketmovementsonboththevalueofguaranteesinJackson’svariableannuityandfixedindexannuityproductsandontherelatedderivativesusedtomanagethe
exposuresinherentintheseguarantees.Theleveloffeesrecognisedinnon-operatingprofitisdeterminedbyreferencetothatallowedforwithinthereservingbasis.The
variableannuityguaranteesarevaluedinaccordancewitheitherAccountingStandardsCodification(ASC)Topic820,FairValueMeasurementsandDisclosures(formerlyFAS
157)orASCTopic944,FinancialServices–Insurance(formerlySOP03-01)dependingonthetypeofguarantee.Bothapproachesrequireanentitytodeterminethetotalfee
(‘thefeeassessment’)thatisexpectedtofundfutureprojectedbenefitpaymentsarisingusingtheassumptionsapplicableforthatmethod.ThemethodunderFAS157requires
thisfeeassessmenttobefixedatthetimeofissue.Asthefeesincludedwithintheinitialfeeassessmentareearned,theyareincludedinnon-operatingprofittomatchthe
correspondingmovementintheguaranteeliability.Otherguaranteefeesareincludedinoperatingprofit,whichin2019was$699million(2018:$657million),netofrelated
DACamortisation.AstheGroupappliesUSGAAPforthemeasuredvalueoftheproductguarantees,thenetequityhedgeresultalsoincludesasymmetricimpactswherethe
measurementbasesoftheliabilitiesandassociatedderivativesusedtomanagetheJacksonannuitybusinessdiffer.
–Thevariableannuityguaranteesandfixedindexannuityembeddedoptionsbeingonlypartiallyfairvaluedunder‘grandfathered’USGAAP;
–Theinterestrateexposurebeingmanagedthroughtheotherthanequity-relatedderivativeprogrammeexplainedinnote(b)below;and
–Jackson’smanagementofitseconomicexposuresforanumberofotherfactorsthataretreateddifferentlyintheaccountingframeworkssuchasfuturefeesandassumed
Thenetequityhedgeresultthereforeincludessignificantaccountingmismatchesandotherfactorsthatdonotrepresenttheeconomicresult.Theseotherfactorsinclude:
volatilitylevels.
Thenetequityhedgeresultcanbesummarisedasfollows:
Fairvaluemovementsonequityhedgeinstruments*
Accountingvaluemovementsonthevariableandfixedindexannuityguaranteeliabilities
Feeassessmentsnetofclaimpayments
TotalnetofrelatedDACamortisation
2019 $m
2018 $m
(5,314)
(22)
754
(4,582)
399
(1,194)
717
(78)
*HeldtomanageequityexposuresofthevariableannuityguaranteesandfixedindexannuityoptionsasdiscussedintheGroupChiefFinancialOfficerandChiefOperating
Officer’sreport.
(b) Otherthanequity-relatedderivatives
Thefluctuationsforthisitemcomprisetheneteffectof:
–Fairvaluemovementsonfree-standing,otherthanequity-relatedderivatives;
–FairvaluemovementsontheGuaranteedMinimumIncomeBenefit(GMIB)reinsuranceassetthatarenotmatchedbymovementsintheunderlyingGMIBliability,whichis
notfairvalued;and
–RelatedamortisationofDAC.
Thefree-standing,otherthanequity-relatedderivatives,areheldtomanageinterestrateexposuresanddurationswithinthegeneralaccountandthevariableannuity
guaranteesandfixedindexannuityembeddedoptionsdescribedinnote(a)above.Accountingmismatchesarisebecauseofdifferencesbetweenthemeasurementbasisand
presentationofthederivatives,whicharefairvaluedwithmovementsrecordedintheincomestatement,andtheexposurestheyareintendedtomanage.
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B EARNINGS PERFORMANCE CONTINUED
(c) Short-termfluctuationsrelatedtodebtsecurities
2019 $m
2018 $m
(Charges)creditsintheyear:
Lossesonsalesofimpairedanddeterioratingbonds
Bondwrite-downs
Recoveries/reversals
Total(charges)creditsintheyear
RiskmarginallowancedeductedfromadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturns*
Interest-relatedrealisedgains(losses):
Gains(losses)arisingintheyear
Less:AmortisationofgainsandlossesarisingincurrentandprioryearstoadjustedIFRSoperatingprofitbased
onlonger-terminvestmentreturns
Relatedamortisationofdeferredacquisitioncosts
Totalshort-termfluctuationsrelatedtodebtsecuritiesnetofrelatedDACamortisation
(28)
(15)
1
(42)
109
67
220
(129)
91
(2)
156
(6)
(5)
25
14
104
118
(12)
(155)
(167)
7
(42)
*ThedebtsecuritiesofJacksonareheldinthegeneralaccountofthebusiness.Realisedgainsandlossesarerecordedintheincomestatementwithnormalisedreturns
includedinadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnswithvariationsfromyeartoyearincludedintheshort-termfluctuationscategory.Therisk
marginreservechargeforlonger-termcredit-relatedlossesincludedinadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsofJacksonfor2019isbased
onanaverageannualriskmarginreserveof17basispoints(2018:18basispoints)onaveragebookvaluesof$62.6billion(2018:$57.1billion)asshownbelow:
2019
2018
Moody’s rating category (or equivalent under
NAIC ratings of mortgage-backed securities)
A3orhigher
Baa1,2or3
Ba1,2or3
B1,2or3
BelowB3
Total
Relatedamortisationofdeferredacquisitioncosts
RiskmarginreservechargetoadjustedIFRSoperating
profitbasedonlonger-terminvestmentreturnsfor
longer-termcredit-relatedlosses
Average
book value
$m
38,811
22,365
1,094
223
75
62,568
RMR
%
0.10
0.24
0.85
2.56
3.39
0.17
Annual
expected loss
Average
book value
$m
29,982
25,814
1,042
289
11
57,138
$m
(38)
(53)
(9)
(6)
(3)
(109)
19
(90)
RMR
%
0.10
0.21
0.98
2.64
3.69
0.18
Annual
expected loss
$m
(31)
(55)
(10)
(8)
–
(104)
22
(82)
InadditiontotheaccountingforrealisedgainsandlossesdescribedaboveforJacksongeneralaccountdebtsecurities,includedwithin
thestatementofothercomprehensiveincomeisapre-taxgainof$3,392millionfornetunrealisedgainsondebtsecuritiesclassifiedas
available-for-salenetofrelatedamortisationofdeferredacquisitioncosts(2018:chargeof$(1,831)million).Temporarymarketvalue
movementsdonotreflectdefaultsorimpairments.AdditionaldetailsofthemovementinthevalueoftheJacksonportfolioareincluded
innoteC3.2(b).
B1.3 Determining operating segments and performance measure of operating segments
Operating segments
TheGroup’soperatingsegmentsforfinancialreportingpurposesaredefinedandpresentedinaccordancewithIFRS8‘Operating
Segments’onthebasisofthemanagementreportingstructureanditsfinancialmanagementinformation.
UndertheGroup’smanagementandreportingstructure,itschiefoperatingdecisionmakeristheGroupExecutiveCommittee(GEC).
Inthemanagementstructure,responsibilityisdelegatedtotheChiefExecutiveOfficersofPrudentialCorporationAsia,theNorth
AmericanBusinessUnitand,uptothedateofdemerger,M&Gplcfortheday-to-daymanagementoftheirbusinessunits(withinthe
frameworksetoutintheGroupGovernanceManual).FinancialmanagementinformationusedbytheGECalignswiththesebusiness
segments.Theseoperatingsegmentsderiverevenuefrombothinsuranceandassetmanagementactivities.
On21October2019,theGroupcompletedthedemergerofM&GplcfromthePrudentialplcgroup,resultingintwoseparately
listedcompanies.Accordingly,UKandEuropeoperationsdonotrepresentanoperatingsegmentattheyearend.TheresultsofM&Gplc
havebeenreclassifiedasdiscontinuedoperationsintheseconsolidatedfinancialstatementsinaccordancewithIFRS5‘Non-current
AssetsHeldforSaleandDiscontinuedOperations’andhavethereforebeenexcludedintheanalysisofperformancemeasureof
operatingsegments.
Operationswhichdonotformpartofanybusinessunitarereportedas‘Unallocatedtoasegment’.Theseincludeheadofficecostsin
LondonandHongKong.TheGroup’sAfricaoperationsandtreasuryfunctiondonotformpartofanyoperatingsegmentunderthe
structure,andtheirassetsandliabilitiesandprofitorlossbeforetaxarenotmaterialtotheoverallfinancialpositionoftheGroup.
TheGroup’streasuryfunctionandAfricaoperationsarethereforealsoreportedas‘Unallocatedtoasegment’.
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B1 Analysis of performance by segment continued
B1.3 Determining operating segments and performance measure of operating segments continued
Performance measure
TheperformancemeasureofoperatingsegmentsutilisedbytheCompanyisadjustedIFRSoperatingprofitattributabletoshareholders
basedonlonger-terminvestmentreturns,asdescribedbelow.ThismeasurementbasisdistinguishesadjustedIFRSoperatingprofit
basedonlonger-terminvestmentreturnsfromotherconstituentsoftotalprofitfortheyearasfollows:
— Short-termfluctuationsininvestmentreturnsonshareholder-backedbusiness.Thisincludestheimpactofshort-termmarketeffects
onthecarryingvalueofJackson’sguaranteeliabilitiesandrelatedderivativesasexplainedbelow;
— Amortisationofacquisitionaccountingadjustmentsarisingonthepurchaseofbusiness.Thiscomprisesprincipallythechargeforthe
adjustmentsarisingonthepurchaseofREALICin2012;and
— Gainorlossoncorporatetransactions,suchasdisposalsundertakenintheyearandcostsconnectedtothedemergerofM&Gplc
fromPrudentialplc.
Determination of adjusted IFRS operating profit based on longer-term investment returns for investment
and liability movements
(a) With-profits business
ForAsia’swith-profitsbusinessinHongKong,SingaporeandMalaysia,theadjustedIFRSoperatingprofitbasedonlonger-term
investmentreturnsreflectstheshareholders’shareinthebonusesdeclaredtopolicyholders.Valuemovementsintheunderlyingassets
ofthewith-profitsfundsonlyaffecttheshareholderresultsthroughindirecteffectsofinvestmentperformanceondeclaredpolicyholder
bonusesandtherefore,donotaffectdirectlythedeterminationofadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturns.
(b) Unit-linked business including the US variable annuity separate accounts
Thepolicyholderunitliabilitiesaredirectlyreflectiveoftheunderlyingassetvaluemovements.Accordingly,theadjustedIFRSoperating
profitbasedonlonger-terminvestmentreturnsreflectthecurrentperiodvaluemovementsinboththeunitliabilitiesandthebacking
assets.
(c) US variable annuity and fixed index annuity business
ThisbusinesshasguaranteeliabilitieswhicharemeasuredonacombinationoffairvalueandotherUSGAAPderivedprinciples.These
liabilitiesaresubjecttoanextensivederivativeprogrammetomanageequityandinterestrateexposureswhosefairvaluemovements
passthroughtheincomestatementeachperiod.
ThefollowingvaluemovementsforJackson’svariableandfixedindexannuitybusinessareexcludedfromadjustedIFRSoperating
profitbasedonlonger-terminvestmentreturns.SeenoteB1.2note(ii):
— Fairvaluemovementsforequity-basedderivatives;
— Fairvaluemovementsforguaranteedbenefitoptionsforthe‘notforlife’portionofGuaranteedMinimumWithdrawalBenefit
(GMWB)andfixedindexannuitybusiness,andGuaranteedMinimumIncomeBenefit(GMIB)reinsurance(seebelow);
— MovementsintheaccountscarryingvalueofGuaranteedMinimumDeathBenefit(GMDB),GMIBandthe‘forlife’portionofGMWB
liabilities,(seebelow)forwhich,underthe‘grandfathered’USGAAPappliedunderIFRSforJackson’sinsuranceassetsandliabilities,
themeasurementbasisgivesrisetoamutedimpactofcurrentperiodmarketmovements(ietheyarerelativelyinsensitivetotheeffect
ofcurrentperiodequitymarketandinterestratechanges);
— Aportionofthefeeassessmentsaswellasclaimpayments,inrespectofguaranteeliabilities;and
— Relatedamortisationofdeferredacquisitioncostsforeachoftheaboveitems.
Guaranteed benefit options for the ‘not for life’ portion of GMWB and equity index options for the fixed index
annuity business
The‘notforlife’portionofGMWBguaranteedbenefitoptionliabilitiesismeasuredundertheUSGAAPbasisappliedforIFRSina
mannerconsistentwithIAS39underwhichtheprojectedfuturegrowthrateoftheaccountbalanceisbasedonthegreaterofUS
Treasuryratesandcurrentswaprates(ratherthanexpectedratesofreturn)withonlyaportionoftheexpectedfutureguaranteefees
included.Reservevaluemovementsontheseliabilitiesaresensitivetochangestolevelsofequitymarkets,impliedvolatilityandinterest
rates.TheequityindexoptionforfixedindexannuitybusinessismeasuredundertheUSGAAPbasisappliedforIFRSinamanner
consistentwithIAS39underwhichtheprojectedfuturegrowthisbasedoncurrentswaprates.
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B EARNINGS PERFORMANCE CONTINUEDGuaranteed benefit option for variable annuity guarantee minimum income benefit
TheGMIBliability,whichissubstantiallyreinsured,subjecttoadeductibleandannualclaimlimits,isaccountedforusing‘grandfathered’
USGAAP.Thisaccountingbasissubstantiallydoesnotrecognisetheeffectsofmarketmovements.Thecorrespondingreinsuranceasset
ismeasuredunderthe‘grandfathered’USGAAPbasisappliedforIFRSinamannerconsistentwithIAS39‘FinancialInstruments:
RecognitionandMeasurement’,andtheassetisthereforerecognisedatfairvalue.AstheGMIBiseconomicallyreinsured,themarkto
marketelementofthereinsuranceassetisincludedasacomponentofshort-termfluctuationsininvestmentreturns.
(d) Policyholder liabilities that are sensitive to market conditions
UnderIFRS,thedegreetowhichthecarryingvaluesofliabilitiestopolicyholdersaresensitivetocurrentmarketconditionsvaries
betweenbusinessunitsdependinguponthenatureofthe‘grandfathered’measurementbasis.
Movementsinliabilitiesforsometypesofbusinessdorequirebifurcationbetweentheelementsthatrelatetolonger-termmarket
conditionandshort-termeffectstoensurethatatthenetlevel(ieafterallocatedinvestmentreturnandchargeforpolicyholderbenefits)
theadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsreflectslonger-termmarketreturns.
ForcertainAsianon-participatingbusiness,forexampleinHongKong,theeconomicfeaturesaremoreakintoassetmanagement
productswithpolicyholderliabilitiesreflectingassetsharesoverthecontractterm.Consequently,fortheseproducts,thechargefor
policyholderbenefitsintheadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsreflectstheassetsharefeaturerather
thanvolatilemovementsthatwouldotherwisebereflectedifthelocalregulatorybasis(asappliedfortheIFRSbalancesheet)wasused.
ForothertypesofAsianon-participatingbusiness,expectedlonger-terminvestmentreturnsandinterestratesareusedtodetermine
themovementinpolicyholderliabilitiesfordeterminingadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturns.This
ensuresassetsandliabilitiesarereflectedonaconsistentbasis.
(e) Assets backing other shareholder-financed long-term insurance business
Exceptinthecaseofassetsbackingliabilitieswhicharedirectlymatched(suchasunit-linkedbusiness)adjustedIFRSoperatingprofit
basedonlonger-terminvestmentreturnsforassetsbackingshareholder-financedbusinessisdeterminedonthebasisofexpected
longer-terminvestmentreturns.Longer-terminvestmentreturnscompriseactualincomereceivablefortheperiod(interest/dividend
income)andforbothdebtandequity-typesecuritieslonger-termcapitalreturns.
Debt securities and loans
Inprinciple,fordebtsecuritiesandloans,thelonger-termcapitalreturnscomprisetwoelements:
— Riskmarginreservebasedchargefortheexpectedlevelofdefaultsfortheperiod,whichisdeterminedbyreferencetothecredit
qualityoftheportfolio.Thedifferencebetweenimpairmentlossesinthereportingperiodandtheriskmarginreservechargetothe
adjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsisreflectedinshort-termfluctuationsininvestmentreturns;
and
— Theamortisationofinterest-relatedrealisedgainsandlossestoadjustedIFRSoperatingprofitbasedonlonger-terminvestment
returnstothedatewhensoldbondswouldhaveotherwisematured.
At31December2019,thelevelofunamortisedinterest-relatedrealisedgainsandlossesrelatedtopreviouslysoldbondsfortheGroup
wasanetgainof$916million(2018:$776million).
ForAsiainsuranceoperations,realisedgainsandlossesareprincipallyinterestrelated.Accordingly,allrealisedgainsandlossesto
datefortheseoperationsareamortisedovertheperiodtothedatethosesecuritieswouldotherwisehavematured,withnoexplicitrisk
marginreservecharge.
ForUSinsuranceoperations,JacksonhasusedtheratingsbyNationallyRecognisedStatisticalRatingsOrganisations(NRSRO)or
ratingsresultingfromtheregulatoryratingsdetailissuedbytheNationalAssociationofInsuranceCommissioners(NAIC)todetermine
theaverageannualriskmarginreservetoapplytodebtsecuritiesheldtobackgeneralaccountbusiness.Debtsecuritiesheldtoback
separateaccountandreinsurancefundswithheldarenotsubjecttoriskmarginreservecharge.Furtherdetailsoftheriskmarginreserve
charge,aswellastheamortisationofinterest-relatedrealisedgainsandlosses,forJacksonareshowninnoteB1.2note(ii)(c).
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B1.3 Determining operating segments and performance measure of operating segments continued
Equity-type securities
Forequity-typesecurities,thelonger-termratesofreturnareestimatesofthelong-termtrendinvestmentreturnsforincomeandcapital
havingregardtopastperformance,currenttrendsandfutureexpectations.Differentratesapplytodifferentcategoriesofequity-type
securities.
ForAsiainsuranceoperations,investmentsinequitysecuritiesheldfornon-linkedshareholder-backedbusinessamountedto
$3,473millionasat31December2019(31December2018:$2,733million).Theratesofreturnappliedin2019rangedfrom5.0percent
to17.6percent(2018:5.3percentto17.6percent)withtheratesappliedvaryingbybusinessunit.Theseratesarebroadlystablefrom
yeartoyearbutmaybedifferentbetweenregions,reflecting,forexample,differingexpectationsofinflationineachlocalbusinessunit.
Theassumptionsareforthereturnsexpectedtoapplyinequilibriumconditions.Theassumedratesofreturndonotreflectanycyclical
variabilityineconomicperformanceandarenotsetbyreferencetoprevailingassetvaluations.
Thelonger-terminvestmentreturnsfortheAsiainsurancejointventuresandassociateaccountedforusingtheequitymethodare
determinedonasimilarbasisastheotherAsiainsuranceoperationsdescribedabove.
ForUSinsuranceoperations,asat31December2019,theequity-typesecuritiesfornon-separateaccountoperationsamountedto
$1,481million(31December2018:$1,731million).Fortheseoperations,thelonger-termratesofreturnforincomeandcapitalapplied
intheyearsindicated,whichreflectthecombinationoftheaveragerisk-freeratesovertheyearandappropriateriskpremiumsare
asfollows:
Equity-typesecuritiessuchascommonandpreferredstockandportfolioholdingsinmutualfunds
Otherequity-typesecuritiessuchasinvestmentsinlimitedpartnershipsandprivateequityfunds
5.5% to 6.7% 6.7%to7.2%
7.5% to 8.7% 8.7%to9.2%
2019
2018
Derivative value movements
Generally,derivativevaluemovementsareexcludedfromadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturns.The
exceptioniswherethederivativevaluemovementsbroadlyoffsetchangesintheaccountingvalueofotherassetsandliabilitiesincluded
inadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturns.Theprincipalexampleofderivativeswhosevaluemovements
areexcludedfromadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsarisesinJackson.
Equity-basedderivativesheldbyJacksonareasdiscussedaboveinsection(c)above.Non-equitybasedderivativesheldbyJackson
arepartofabroad-basedhedgingprogrammeforfeaturesofJackson’sbondportfolio(forwhichvaluemovementsarebookedinthe
statementofothercomprehensiveincomeratherthantheincomestatement),productliabilities(forwhichUSGAAPaccountingas
‘grandfathered’underIFRS4doesnotfullyreflecttheeconomicfeaturesbeinghedged),andtheinterestrateexposureattachingto
equity-basedproductoptions.
(f) Fund management and other non-insurance businesses
Forthesebusinesses,thedeterminationofadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsreflectsthe
underlyingeconomicsubstanceofthearrangements.Generally,realisedgainsandlossesareincludedinadjustedIFRSoperatingprofit
basedonlonger-terminvestmentreturnswithtemporaryunrealisedgainsandlossesbeingincludedinshort-termfluctuations.Insome
instances,realisedgainsandlossesonderivativesandotherfinancialinstrumentsareamortisedtoadjustedIFRSoperatingprofitbased
onlonger-terminvestmentreturnsoveratimeperiodthatreflectstheunderlyingeconomicsubstanceofthearrangements.
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B EARNINGS PERFORMANCE CONTINUEDB1.4 Segmental income statement
Premiums for conventional with-profits policies and other protection type insurance policies are recognised as revenue when due.
Premiums and annuity considerations for linked policies, unitised with-profits and other investment type policies are recognised as
revenue when received or, in the case of unitised or unit-linked policies, when units are issued. These amounts exclude premium taxes
and similar duties where Prudential collects and settles taxes borne by the policyholder.
Policy fees charged on linked and unitised with-profits policies for mortality, asset management and policy administration are
recognised as revenue when related services are provided.
Claims paid include maturities, annuities, surrenders and deaths. Maturity claims are recorded as charges on the policy maturity date.
Annuity claims are recorded when each annuity instalment becomes due for payment. Surrenders are charged to the income statement
when paid and death claims are recorded when notified.
2019 $m
Total
segment
44,966
(1,575)
43,391
609
44,000
34
4,540
45,029
93,603
Asia
US
23,757
(1,108)
22,649
548
23,197
–
1,569
13,406
38,172
21,209
(467)
20,742
61
20,803
34
2,971
31,623
55,431
(29,119)
(5,157)
–
(54,734)
(1,402)
(20)
(83,853)
(6,559)
(20)
265
–
265
Unallocated to
a segment
(central
operations)
note(vi)
Group total
continuing
operations
98
(8)
90
91
181
(34)
67
(81)
133
(52)
(724)
(496)
(407)
45,064
(1,583)
43,481
700
44,181
–
4,607
44,948
93,736
(83,905)
(7,283)
(516)
(142)
(34,011)
(56,156)
(90,167)
(1,679)
(91,846)
397
–
397
–
397
4,558
(365)
(725)
–
3,833
(365)
(1,546)
–
2,287
(365)
4,193
(725)
3,468
(1,546)
1,922
Grosspremiumsearned
Outwardreinsurancepremiums
Earnedpremiums,netofreinsurance
Otherincome note (i)
Totalexternalrevenuenotes (ii), (iii)
Intra-grouprevenue
Interestincome note (iv)
Otherinvestmentreturnnote B1.5
Totalrevenue,netofreinsurance
Benefitsandclaimsandmovementsinunallocatedsurplus
ofwith-profitsfunds,netofreinsurance
Acquisitioncostsandotheroperatingexpenditurenote B2,
Interestoncorestructuralborrowings
Gain(loss)ondisposalofbusinessesandcorporate
transactionsnote D1.1
Totalcharges,netofreinsuranceandlossondisposal
ofbusinesses
Shareofprofitfromjointventuresandassociates,
netofrelatedtax
Profit(loss)beforetax(being tax attributable to shareholders’
and policyholders’ returns) note (v)
Taxchargeattributabletopolicyholders’returns
Profit (loss) before tax attributable to shareholders’
returns from continuing operations
Analysis of profit (loss) before tax attributable to
shareholders’ returns from continuing operations:
AdjustedIFRSoperatingprofit(loss)basedonlonger-term
investmentreturns
3,276
3,070
6,346
(1,036)
5,310
Short-termfluctuationsininvestmentreturnsonshareholder-
backedbusiness
Amortisationofacquisitionaccountingadjustments
Profit(loss)ondisposalofbusinessesandcorporate
transactionsnote D1.1
657
(5)
(3,757)
(38)
(3,100)
(43)
265
4,193
–
(725)
265
3,468
(103)
–
(407)
(1,546)
(3,203)
(43)
(142)
1,922
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B1.4 Segmental income statement continued
Grosspremiumsearned note (vii)
Outwardreinsurancepremiums
Earnedpremiums,netofreinsurance
Otherincome note (i)
Totalexternalrevenuenotes (ii),(iii)
Intra-grouprevenue
Interestincome note (iv)
Otherinvestmentreturnnote B1.5
Totalrevenue,netofreinsurance
Benefitsandclaimsandmovementsinunallocatedsurplusof
with-profitsfunds,netofreinsurance note (vii)
Acquisitioncostsandotheroperatingexpenditurenote B2, note (vii)
Interestoncorestructuralborrowings
Lossondisposalofbusinessesandcorporatetransactionsnote D1.1
Totalcharges,netofreinsuranceandgainondisposal
2018 $m
Total
segment
45,562
(1,180)
44,382
479
44,861
123
4,142
(13,411)
35,715
(23,400)
(7,935)
(20)
(66)
Unallocated to
a segment
(central
operations)
note(vi)
Group total
continuing
operations
52
(3)
49
52
101
(123)
68
84
130
(26)
(592)
(527)
(41)
45,614
(1,183)
44,431
531
44,962
–
4,210
(13,327)
35,845
(23,426)
(8,527)
(547)
(107)
Asia
US
21,989
(768)
21,221
412
21,633
56
1,450
(4,326)
18,813
(11,664)
(5,162)
–
(15)
23,573
(412)
23,161
67
23,228
67
2,692
(9,085)
16,902
(11,736)
(2,773)
(20)
(51)
ofbusiness
(16,841)
(14,580)
(31,421)
(1,186)
(32,607)
Shareofprofitfromjointventuresandassociates,
netofrelatedtax
Profit(loss)beforetax(being tax attributable to shareholders’
and policyholders’ returns) note (v)
Taxchargeattributabletopolicyholders’returns
Profit (loss) before tax attributable to shareholders’
returns from continuing operations
Analysis of profit (loss) before tax attributable to
shareholders’ returns from continuing operations:
AdjustedIFRSoperatingprofit(loss)basedonlonger-term
319
–
319
–
319
2,291
(107)
2,322
–
4,613
(107)
(1,056)
–
3,557
(107)
2,184
2,322
4,506
(1,056)
3,450
investmentreturns
2,888
2,563
5,451
(1,042)
4,409
Short-termfluctuationsininvestmentreturnsonshareholder-
backedbusiness
Amortisationofacquisitionaccountingadjustments
Lossondisposalofbusinessesandcorporatetransactionsnote D1.1
(684)
(5)
(15)
2,184
(134)
(56)
(51)
2,322
(818)
(61)
(66)
27
–
(41)
(791)
(61)
(107)
4,506
(1,056)
3,450
Notes
(i)
(ii)
IncludedwithinotherincomeisrevenuefromtheGroup’scontinuingassetmanagementbusinessof$453million(2018:$287million).Theremainingotherincomeconsists
primarilyofpolicyfeeincomefromexternalcustomers.Otherincomealsoincludes$3million(2018:$7million)relatingtothefeeincomeonfinancialinstrumentsthatarenotheld
atfairvaluethroughprofitorloss.
InAsia,externalrevenuefromnooneindividualmarketexceeds10percentoftheGrouptotalexceptforHongKonginboth2019and2018andSingaporein2019.Totalexternal
revenueofHongKongis$9,821million(2018:$10,307million)andSingaporeis$4,401million.
Interestincomeincludes$4million(2018:$5million)accruedinrespectofimpairedsecurities.
Thismeasureistheformalprofit(loss)beforetaxmeasureunderIFRSbutisnottheresultattributabletoshareholders.
(iii) DuetothenatureofthebusinessoftheGroup,thereisnorelianceonanymajorcustomers.
(iv)
(v)
(vi) Unallocatedtoasegmentincludescentraloperations(HeadOfficefunctionsandGroupborrowings),theGroup’streasuryfunctionandAfricaoperations.
(vii)
InOctober2018,Jacksonenteredintoa100percentreinsuranceagreementwithJohnHancockLifeInsuranceCompany(JohnHancockUSA)toacquireaclosedblockofgroup
pay-outannuitybusiness.Thetransactionresultedinanadditiontogrosspremiumsearnedof$5.0billionandacorrespondingincreaseinbenefitsandclaimsof$5.5billionforthe
increaseinpolicyholderliabilitiesandadecreaseinotheroperatingexpenditurefornegativecedingcommissionsof$0.5billionattheinceptionofthecontract.Therewasno
materialimpactonadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsortotalprofitasaresultofthetransaction.
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B EARNINGS PERFORMANCE CONTINUEDB1.5 Other investment return
Investment return included in the income statement principally comprises interest income, dividends, investment appreciation and
depreciation (realised and unrealised gains and losses) on investments designated as fair value through profit or loss, and realised gains
and losses (including impairment losses) on items held at amortised cost and Jackson’s debt securities designated as available-for-sale.
Movements in unrealised appreciation or depreciation of debt securities designated as available-for-sale are recorded in other
comprehensive income. Interest income is recognised as it accrues, taking into account the effective yield on investments. Dividends on
equity securities are recognised on the ex-dividend date and rental income is recognised on an accrual basis.
Realisedandunrealisedgains(losses)onsecuritiesatfairvaluethroughprofitorloss
Realisedandunrealised(losses)gainsonderivativesatfairvaluethroughprofitorloss
Realisedgainsonavailable-for-salesecurities,includingimpairmentpreviouslyrecognisedinother
comprehensiveincome
Realised(losses)onloans
Dividends
Otherinvestment(loss)income
Otherinvestmentreturn
2019 $m
2018 $m
49,809
(5,825)
(14,867)
705
185
(3)
1,000
(218)
15
(1)
740
81
44,948
(13,327)
RealisedgainsandlossesontheGroup’sinvestmentsfor2019recognisedintheincomestatementamountedtoanetlossof$2.0billion
(2018:anetgainof$2.5billion)fromcontinuingoperations.
B1.6 Additional analysis of performance by segment components
(a) Asia
Earnedpremiums,netofreinsurance
Otherincome
Totalexternalrevenue
Intra-grouprevenue
Interestincome
Otherinvestmentreturn
Totalrevenue,netofreinsurance
Benefitsandclaimsandmovementsinunallocatedsurplus
ofwith-profitsfunds,netofreinsurance
Acquisitioncostsandotherexpenditurenote B2
Gain(loss)ondisposalofbusinessesandcorporate
transactionsnote D1.1
Totalcharges,netofreinsuranceandgain(loss)ondisposal
2019 $m
Insurance
Asset
management
Eliminations
22,649
143
22,792
–
1,564
13,407
37,763
(29,119)
(4,925)
265
–
405
405
160
5
(1)
569
–
(392)
–
–
–
–
(160)
–
–
(160)
–
160
–
2018 $m
Total
21,221
412
21,633
56
1,450
(4,326)
18,813
Total
22,649
548
23,197
–
1,569
13,406
38,172
(29,119)
(5,157)
(11,664)
(5,162)
265
(15)
ofbusinesses
(33,779)
(392)
160
(34,011)
(16,841)
Shareofprofitfromjointventuresandassociates,
netofrelatedtax
Profitbeforetax(being tax attributable to shareholders’
and policyholders’ returns)
Taxchargeattributabletopolicyholders’returns
Profitbeforetaxattributabletoshareholders’returns
Analysis of profit before tax:
AdjustedIFRSoperatingprofitbasedonlonger-term
investmentreturns
Short-termfluctuationsininvestmentreturnson
shareholder-backedbusiness
Amortisationofacquisitionaccountingadjustments
Profit(loss)ondisposalofbusinessesandcorporate
transactionsnote D1.1
291
4,275
(365)
3,910
106
283
–
283
2,993
283
657
(5)
265
3,910
–
–
–
283
–
–
–
–
–
–
–
–
–
397
319
4,558
(365)
4,193
2,291
(107)
2,184
3,276
2,888
657
(5)
265
4,193
(684)
(5)
(15)
2,184
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationB1 Analysis of performance by segment continued
B1.6 Additional analysis of performance by segment components continued
(b) US
Earnedpremiums,netofreinsurance*
Otherincome
Totalexternalrevenue
Intra-grouprevenue
Interestincome
Otherinvestmentreturn
Totalrevenue,netofreinsurance
Benefitsandclaims*
Acquisitioncostsandotheroperatingexpenditure*
Interestoncorestructuralborrowings
Lossondisposalofbusinessesandcorporate
transactionsnote D1.1
Totalcharges,netofreinsuranceandlossondisposal
ofbusinesses
(Loss)profitbeforetax
Analysis of (loss) profit before tax:
AdjustedIFRSoperatingprofitbasedonlonger-term
investmentreturns
Short-termfluctuationsininvestmentreturnson
shareholder-backedbusiness
Amortisationofacquisitionaccountingadjustments
(Loss)ondisposalofbusinessesandcorporate
transactionsnote D1.1
2019 $m
Insurance
Asset
management
Eliminations
20,742
6
20,748
–
2,971
31,621
55,340
(54,734)
(1,343)
(20)
–
(56,097)
(757)
3,038
(3,757)
(38)
–
(757)
–
55
55
127
–
2
184
–
(152)
–
–
(152)
32
32
–
–
–
32
–
–
–
(93)
–
–
(93)
–
93
–
–
93
–
–
–
–
–
–
2018 $m
Total
23,161
67
23,228
67
2,692
(9,085)
16,902
(11,736)
(2,773)
(20)
Total
20,742
61
20,803
34
2,971
31,623
55,431
(54,734)
(1,402)
(20)
–
(51)
(56,156)
(14,580)
(725)
2,322
3,070
2,563
(3,757)
(38)
–
(725)
(134)
(56)
(51)
2,322
*InOctober2018,JacksonenteredintoanagreementwithJohnHancockLifetoreinsure100percentofthegrouppay-outannuitybusiness.Thetransactionresultedinanadditionto
grosspremiumsearnedof$5.0billionandacorrespondingincreaseinbenefitsandclaimsof$5.5billionfortheincreaseinpolicyholderliabilitiesandadecreaseinotheroperating
expenditurefornegativecedingcommissionsof$0.5billionattheinceptionofthecontract.TherewasnomaterialimpactonadjustedIFRSoperatingprofitbasedonlonger-term
investmentreturnsortotalprofitasaresultofthetransaction.
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B EARNINGS PERFORMANCE CONTINUEDB2 Acquisition costs and other expenditure
Acquisitioncostsincurredforinsurancepolicies
Acquisitioncostsdeferredlessamortisationofacquisitioncosts note (i)
Administrationcostsandotherexpenditure* notes (ii),(iii)
Movementsinamountsattributabletoexternalunitholdersofconsolidatedinvestmentfunds
Totalacquisitioncostsandotherexpenditurefromcontinuingoperations
2019 $m
2018 $m
(4,177)
2,116
(5,019)
(203)
(7,283)
(4,313)
59
(3,877)
(396)
(8,527)
*The2018administrationcostsandotherexpenditureincludedacreditof$0.5billionforthenegativecedingcommissionsarisingfromthegrouppayoutannuitybusinessreinsurance
agreemententeredintobyJacksonwithJohnHancockin2018.
Notes
(i)
Thecreditforacquisitioncostsdeferredlessamortisationofthosecostsof$2,116million(2018:$59million)arisesinAsiaoperationsof$358million(2018:$362million)andinUS
operationsof$1,758million(2018:achargeof$(303)million)assetoutinnoteC5.2.Thecreditof$1,758millionforUSoperations(2018:achargeof$(303)million)comprises
additionalcostsdeferredintheyearof$807million(2018:$759million)drivenbyhighernewbusinesssalesandacreditof$951million(2018:achargeof$(1,062)million)forDAC
amortisation,drivenbythehedginglossesarisingin2019.
(ii) Duringtheyear,theGrouppaid$182millionofupfrontfeestomodifythetermsandconditionoftwosubordinateddebtinstruments,whichareexpensedtotheincomestatement
asdescribedinnoteC6.1.Allotherfeeexpensesrelatingtofinancialliabilitiesheldatamortisedcostin2019and2018arepartofthedeterminationoftheeffectiveinterestrateand
areincludedin‘Administrationcostsandotherexpenditure’above.
Totaldepreciationandamortisationexpenseisincludedin‘Acquisitioncostsincurredforinsurancepolicies‘,‘Administrationcostsandotherexpenditure’and‘Acquisitioncosts
deferredlessamortisationofacquisitioncosts’andrelatesprimarilytoamortisationofdeferredacquisitioncostsofinsurancecontractsandassetmanagementcontracts.The
segmentalanalysisofinterestexpense(otherthaninterestexpenseincorestructuralborrowings)anddepreciationandamortisationincludedwithintotalacquisitioncostsand
otherexpenditurewasasfollows:
(iii)
Asiaoperations:
Insurance
Assetmanagement
USoperations:
Insurance
Assetmanagement
Totalsegment
Unallocatedtoasegment(otheroperations)
Totalcontinuingoperations
Other interest expense
Depreciation and amortisation
2019* $m
2018 $m
2019* $m
2018 $m
(13)
–
(264)
(2)
(279)
(27)
(306)
–
–
(212)
–
(212)
(38)
(250)
(641)
(14)
901
(4)
242
(30)
212
(482)
(5)
(1,110)
(8)
(1,605)
(3)
(1,608)
*In2019,theseamountsalsoincludeinterestonleaseliabilitiesof$20millionanddepreciationonright-of-useassetsof$141millionrecognisedunderIFRS16.
B2.1 Staff and employment costs
TheaveragenumberofstaffemployedbytheGroup,forbothcontinuinganddiscontinuedoperations,duringtheyearsshownwas:
Asiaoperations
USoperations
Otheroperations*
Total continuing operations
Discontinued UK and Europe operations†
Total Group
2019
14,471
4,014
519
19,004
5,672
24,676
2018
16,798
4,285
676
21,759
6,447
28,206
*TheOtheroperations’staffnumbersincludestafffromcentraloperationsandAfricawhichareunallocatedtoasegment.
†AveragestaffnumbersofthediscontinuedUKandEuropeoperationsarefortheperioduptothedemergerinOctober2019.
Thecostsofemployment,forbothcontinuinganddiscontinuedoperations,were:
Wagesandsalaries
Socialsecuritycosts
Definedbenefitschemes*
Definedcontributionschemes
Total Group†
2019 $m
2018 $m
Continuing Discontinued
Group total
Continuing Discontinued
Group total
1,435
53
(91)
69
1,466
573
68
(5)
41
677
2,008
121
(96)
110
2,143
1,517
71
7
77
1,672
694
84
(46)
50
782
2,211
155
(39)
127
2,454
*Thecharge(credit)incorporatedtheeffectofactuarialgainsandlosses.Post-demergeroftheUKandEuropeoperations,theGroup’sdefinedbenefitschemescostsareexpectedtobe
negligible.SeenoteC9.
†TotalcostsofemploymentinthetableaboveincludethecostsofemploymentofthediscontinuedUKandEuropeoperationsuptothedemergerinOctober2019.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
B2 Acquisition costs and other expenditure continued
B2.2 Share-based payment
The Group offers discretionary share awards to certain key employees and all-employee share plans for all UK and a number of
Asian locations.
The compensation expense charged to the income statement is primarily based upon the fair value of the options granted, the vesting
period and the vesting conditions.
The Company has established trusts to facilitate the delivery of Prudential plc shares under these plans. The cost to the Company of
acquiring these newly issued shares held in trusts is shown as a deduction from shareholders’ equity.
(a) Description of the plans
TheGroupoperatesanumberofshareawardplansthatprovidesPrudentialplcshares,orADRs,toparticipantsuponvesting.Theplans
inoperationincludethePrudentialLongTermIncentivePlan(PLTIP),thePrudentialAnnualIncentivePlan(AIP),savings-relatedshare
optionschemes,sharepurchaseplansanddeferredbonusplans.WhereExecutiveDirectorsparticipateintheseplans,detailsare
providedintheDirectors’remunerationreport.Inaddition,thefollowinginformationisprovided.
Share scheme
Description
Prudential Corporation Asia
Long-Term Incentive Plan
(PCA LTIP)
ThePCALTIPprovideseligibleemployeeswithconditionalawards.Awardsarediscretionaryand
vestafterthreeyearssubjecttotheemployeebeinginemployment.Vestingofawardsmayalsobe
subjecttoperformanceconditions.AllawardsaregenerallymadeinPrudentialshares,orADRs.In
countrieswhereshareawardsarenotfeasibleduetosecuritiesand/ortaxconsiderations,awardswill
bereplacedbythecashvalueofthesharesthatwouldotherwisehavevested.
Prudential Agency
Long-Term Incentive Plan
CertainagentsinAsiaareeligibletobegrantedawardsunderthePrudentialAgencyLong-Term
IncentivePlan.TheseawardsarestructuredinasimilarwaytothePCALTIPdescribedabove.
Restricted Share Plan (RSP)
TheCompanyoperatestheRSPforcertainemployees.Awardsunderthisplanarediscretionary,and
thevestingofawardsmaybesubjecttoperformanceconditions.AllawardsaremadeinPrudential
sharesorADRs.
Deferred bonus plans
Savings-related share
option schemes
TheCompanyoperatesanumberofdeferredbonusplansincludingtheGroupDeferredBonusPlan
(GDBP)andthePrudentialCorporationAsiaDeferredBonusPlan(PCADBP).Thereareno
performanceconditionsattachedtodeferredshareawardsmadeunderthesearrangements.
Employeesandeligibleagentsinanumberofgeographiesareeligibleforplanssimilartothe
HMRC-approvedSaveAsYouEarn(SAYE)shareoptionschemeintheUK.Duringtheyearended
31December2019eligibleemployeesparticipatedintheInternationalSavings-RelatedShareOption
SchemewhileeligibleagentsbasedincertainregionsofAsiacanparticipateintheInternational
Savings-RelatedShareOptionSchemeforNon-Employees.
Share purchase plans
EligibleemployeesoutsidetheUKareinvitedtoparticipateinarrangementssimilartotheCompany’s
HMRC-approvedUKSIP,whichallowsthepurchaseofPrudentialplcshares.StaffbasedinAsiaare
eligibletoparticipateinthePrudentialCorporationAsiaAllEmployeeSharePurchasePlan.
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B EARNINGS PERFORMANCE CONTINUED(b) Outstanding options and awards
ThefollowingtableshowsthemovementinoutstandingoptionsandawardsundertheGroup’sshare-basedcompensationplans:
Options outstanding under
SAYE schemes
Awards outstanding under
incentive plans
2019
2018
2019
2018
Number
of options
millions
Weighted
average
exercise price
£
Number of
options
millions
Weighted
average
exercise price
£
Number of awards
millions
Balanceatbeginningofyear:
Granted
Modification
Exercised
Forfeited
Cancelled
Lapsed/Expired
M&Gplcawardsderecognisedondemerger
Balanceatendofyear
Optionsimmediatelyexercisableatendofyear
4.9
0.6
0.3
(1.7)
–
(0.1)
(0.1)
(0.1)
3.8
0.9
12.10
11.13
11.95
10.87
12.87
12.82
12.93
13.37
12.38
11.33
6.4
0.3
–
(1.4)
(0.1)
(0.2)
(0.1)
–
4.9
0.8
11.74
13.94
–
10.85
12.25
12.43
12.60
–
12.10
10.37
32.8
13.4
4.3
(9.8)
(2.5)
(0.7)
(1.0)
(3.5)
33.0
33.6
10.7
–
(8.7)
(2.6)
–
(0.2)
–
32.8
OndemergeroftheM&GplcbusinessfromthePrudentialGroup,outstandingshare/ADRawardsforPrudentialplcparticipantswere
adjustedtoreceivethedemergerdividendintheformofadditionalPrudentialplcshares/ADRs,tobereleasedonthesametimetable
andtothesameextentastheiroriginalshareawards.InthecaseoftheInternationalSavings-RelatedShareOptionSchemeforNon-
Employeestheadjustmentstooutstandingoptionswereconfirmedasbeingfairandreasonablebyanindependentfinancialadviserin
accordancewiththerulesofthatplanandtheHongKongStockExchangeListingRules.
EmployeesofM&GplcweregrantedreplacementawardsoverM&Gplcshares,inexchangeforexistingGroupawardsoutstanding
underincentiveplans.Asdesignatedreplacementawardsweregranted,nocancellationwasrecognisedinrespectoftheoriginal
awards.AsthereplacementawardsareanobligationofM&Gplc,theseawardswerederecognisedbytheGroupondemerger.
M&GplcemployeeswithoutstandingSAYEoptionsondemergerweretreatedas‘goodleavers’,withboththevestingperiodand
numberofoptionsexercisablecurtailedondemerger.
TheweightedaveragesharepriceofPrudentialplcfor2019was£15.05(2018:£17.36).
ThefollowingtableprovidesasummaryoftherangeofexercisepricesforPrudentialplcoptionsoutstandingat31December:
Number outstanding
(millions)
Outstanding
Weighted average
remaining
contractual life
(years)*
Exercisable
Weighted average
exercise prices
£
Number exercisable
(millions)
Weighted average
exercise prices
£
Between£9and£10
Between£11and£12
Between£13and£14
Between£14and£15
Weightedaverage
2019
2018
2019
2018
2019
2018
2019
2018
2019
2018
–
2.4
0.3
1.1
3.8
0.3
3.0
0.3
1.3
4.9
–
2.0
3.2
2.0
2.1
0.4
1.6
4.1
2.6
2.1
–
11.19
13.94
14.55
12.38
9.01
11.19
13.94
14.55
12.10
–
0.9
–
–
0.9
0.3
0.5
–
–
0.8
–
11.33
–
–
11.33
9.01
11.11
–
–
10.37
*Theyearsshownaboveforweightedaverageremainingcontractuallifeincludethetimeperiodfromendofvestingperiodtoexpirationofcontract.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationB2 Acquisition costs and other expenditure continued
B2.2 Share-based payment continued
(c) Fair value of options and awards
Thefairvalueamountsestimatedonthedateofgrantrelatingtoalloptionsandawardsweredeterminedbyusingthefollowing
assumptions:
2019
SAYE options
2018
Prudential
LTIP (TSR)
Granted in
October
2019
Granted in
November
2019
Other
awards
Prudential
LTIP (TSR)
SAYE
options
Other
awards
Dividendyield(%)
Expectedvolatility(%)
Risk-freeinterestrate(%)
Expectedoptionlife(years)
Weightedaverageexerciseprice(£)
Weightedaveragesharepriceatgrantdate(£)
Weightedaveragefairvalueatgrantdate(£)
–
22.14
0.97
–
–
16.07
6.32
3.66
25.58
0.31
3.96
11.12
13.94
2.90
2.10
23.92
1.60
3.47
11.18
13.77
3.35
–
–
–
–
–
–
15.39
–
24.03
1.19
–
–
17.46
6.64
2.52
21.09
0.97
3.94
13.94
16.64
3.29
–
–
–
–
–
–
17.04
Thecompensationcostsforallawardsandoptionsarerecognisedinnetincomeovertheplans’respectivevestingperiods.TheGroup
usestheBlack-ScholesmodeltovaluealloptionsandawardsotherthanthosewhichhaveTSRperformanceconditionsattached(some
PrudentialLTIPandRSPawards)forwhichtheGroupusesaMonteCarlomodelinordertoallowfortheimpactoftheseconditions.
Thesemodelsareusedtocalculatefairvaluesforshareoptionsandawardsatthegrantdatebasedonthequotedmarketpriceofthe
stockatthemeasurementdate,theamount,ifany,thattheemployeesarerequiredtopay,thedividendyield,expectedvolatility,
risk-freeinterestratesandexerciseprices.
Foralloptionsandawards,theexpectedvolatilityisbasedonthemarketimpliedvolatilitiesasquotedonBloomberg.ThePrudential
specificat-the-moneyimpliedvolatilitiesareadjustedtoallowforthedifferenttermsanddiscountedexercisepriceonSAYEoptionsby
usinginformationonthevolatilitysurfaceoftheFTSE100.
Risk-freeinterestratesaretakenfromswapspotrateswithprojectionsfortwo-year,three-yearandfive-yeartermstomatch
correspondingvestingperiods.For2019awardsissuedpriortodemerger,dividendyieldsaredeterminedastheaverageyieldovera
periodof12monthsuptoandincludingthedateofgrant,anddataisbasedonsterlingriskfreerates.For2019awardsissuedafter
demerger,dividendyieldsareestimatedbasedon£750milliontargetdividendincludedinthedemergerinvestorcircularanddatais
basedonUSdollarriskfreerates.ForawardswithaTSRcondition,volatilitiesandcorrelationsbetweenPrudentialandabasketof12
competitorcompaniesisrequired.Forgrantsin2019,theaveragevolatilityforthebasketofcompetitorswas23.10percent(2018:
21.32percent).CorrelationsforthebasketarecalculatedforeachpairingfromthelogofdailyTSRreturnsforthethreeyearspriortothe
valuationdate.MarketimpliedvolatilitiesareusedforbothPrudentialandthebasketofcompetitors.Changestothesubjectiveinput
assumptionscouldmateriallyaffectthefairvalueestimate.
(d) Share-based payment expense charged to the income statement
Totalexpenserecognisedin2019intheconsolidatedfinancialstatementsrelatingtoshare-basedcompensationis$181million(2018:
$191million),allaccountedforasequity-settled.
TheGrouphasnoliabilitiesoutstandingattheyear-endrelatingtoawardsthataresettledincash.
B2.3 Key management remuneration
KeymanagementconstitutestheDirectorsofPrudentialplcastheyhaveauthorityandresponsibilityforplanning,directingand
controllingtheactivitiesoftheGroupandfollowingreorganisationsduring2019,keymanagementalsoincludesothernon-director
membersoftheGroupExecutiveCommitteefromAugust2019.
Totalkeymanagementremunerationisanalysedinthefollowingtable:
Salariesandshort-termbenefits
Post-employmentbenefits
Share-basedpayments
2019 $m
2018 $m
25.2
1.5
13.1
39.8
22.0
2.0
19.0
43.0
Theshare-basedpaymentschargecomprises$8.4million(2018:$13.0million),whichisdeterminedinaccordancewithIFRS2‘Share-
basedPayment’(seenoteB2.2)and$4.8million(2018:$6.4million)ofdeferredshareawards.
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B EARNINGS PERFORMANCE CONTINUEDB2.4 Fees payable to the auditor
FeespayabletotheCompany’sauditorfortheauditoftheCompany’sannualaccounts
FeespayabletotheCompany’sauditoranditsassociatesforotherservices:
Auditofsubsidiariespursuanttolegislation
Audit-relatedassuranceservices*
Otherassuranceservices
Servicesrelatingtocorporatefinancetransactions
Allotherservices
Totalfeespaidtotheauditor
Analysedinto:
Feespayabletotheauditorattributabletothecontinuingoperations:
Non-auditservicesassociatedwiththedemergeroftheUKandEuropeoperations†
Otherauditandnon-auditservices
FeespayabletotheauditorattributabletothediscontinuedUKandEuropeoperations
2019 $m
2018 $m
2.2
9.5
5.7
5.7
7.3
–
30.4
11.7
15.3
27.0
3.4
30.4
2.8
12.3
6.3
1.5
0.3
1.2
24.4
1.0
15.1
16.1
8.3
24.4
*Oftheaudit-relatedassuranceservicefeesof$5.7millionin2019(2018:$6.3million),$1.1millionrelatestoservicesthatarerequiredbylaw.
†Ofthe$11.7millionone-offnon-auditservicesfeesin2019associatedwiththedemergeroftheUKandEuropeoperations,$4.4millionwasforotherassuranceservicesand$7.3million
wasforservicesrelatingtocorporatefinancetransactions.In2018,the$1.0millionwasforallotherservicesassociatedwiththepreparationforthedemerger.
Inaddition,therewerefeesincurredbypensionschemesof$0.1million(2018:$0.3million)forauditservices.Thesepensionschemes
weretransferredtoUKandEuropeoperationsin2019aspartofthedemerger.
B3 Effect of changes and other accounting matters on insurance assets and liabilities
Thefollowingmattersarerelevanttothedeterminationofthe2019results:
(a) Asia insurance operations
In2019,theadjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturnsforAsiainsuranceoperationsincludesanetcreditof
$142million(2018:creditof$126million)representingasmallnumberofitemsthatarenotexpectedtoreoccur,includingtheimpactofa
refinementtotherun-offoftheallowanceforprudencewithintechnicalprovisions.
(b) US insurance operations
Changesinthepolicyholderliabilitiesheldforvariableandfixedindexannuityguaranteesarereportedaspartofnon-operatingprofit
andareasdescribedinnoteB1.2.
B4 Tax charge from continuing operations
Prudential is subject to tax in numerous jurisdictions and the calculation of the total tax charge inherently involves a degree of estimation
and judgement. Current tax expense is charged or credited based upon amounts estimated to be payable or recoverable as a result of
taxable amounts for the current year and adjustments made in relation to prior years. The positions taken in tax returns where applicable
tax regulation is subject to interpretation are recognised in full in the determination of the tax charge in the financial statements if the
Group considers that it is probable that the taxation authority will accept those positions. Otherwise, provisions are established based on
management’s estimate and judgement of the likely amount of the liability, or recovery by providing for the single best estimate of the
most likely outcome or the weighted average expected value where there are multiple outcomes.
The total tax charge includes tax expense attributable to both policyholders and shareholders. The tax expense attributable to policyholders
comprises the tax on the income of the consolidated with-profits and unit-linked funds. In certain jurisdictions, life insurance companies are
taxed on both their shareholders’ profits and on their policyholders’ insurance and investment returns on certain insurance and investment
products. Although both types of tax are included in the total tax charge in the Group’s consolidated income statement, they are presented
separately in the consolidated income statement to provide the most relevant information about tax that the Group pays on its profits.
Deferred taxes are provided under the liability method for all relevant temporary differences. IAS 12 ‘Income Taxes’ does not require
all temporary differences to be provided for, in particular, the Group does not provide for deferred tax on undistributed earnings of
subsidiaries where the Group is able to control the timing of the distribution and the temporary difference created is not expected to
reverse in the foreseeable future. Deferred tax assets are only recognised when it is more likely than not that future taxable profits will be
available against which these losses can be utilised.
Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability settled,
based on tax rates (and laws) that have been enacted or are substantively enacted at the end of the reporting period.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationB4 Tax charge from continuing operations continued
B4.1 Total tax charge by nature of expense
Thetotaltaxchargeforcontinuingoperationsintheincomestatementisasfollows:
Tax charge
Attributabletoshareholders:
Asiaoperations
USoperations
Otheroperations
Tax(charge)creditattributabletoshareholders’returns
Attributabletopolicyholders:
Asiaoperations
Total tax (charge) credit
2019 $m
Current tax
Deferred tax
Total
(306)
(307)
182
(431)
(130)
(561)
(162)
652
(28)
462
(235)
227
(468)
345
154
31
(365)
(334)
2018 $m
Total
(369)
(340)
140
(569)
(107)
(676)
Theprincipalreasonforthedecreaseinthetaxchargeattributabletoshareholders’returnsfromcontinuingoperationsistheincreasein
thetaxcreditonUSderivativelosseswhichlargelyoffsetthetaxchargeonAsiaprofitsin2019.
ThereconciliationoftheexpectedtoactualtaxchargeattributabletoshareholdersisprovidedinB4.2below.Thetaxcharge
attributabletopolicyholdersof$365millionaboveisequaltotheprofitbeforetaxattributabletopolicyholdersof$365million.Thisisthe
resultofaccountingforpolicyholderincomeafterthedeductionofexpensesandmovementonunallocatedsurplusesonanafter-taxbasis.
Thetotaltax(charge)creditcomprises:
Currenttaxexpense:
Corporationtax
Adjustmentsinrespectofprioryears
Totalcurrenttaxcharge
Deferredtaxarisingfrom:
Originationandreversaloftemporarydifferences
Impactofchangesinlocalstatutorytaxrates
Creditinrespectofapreviouslyunrecognisedtaxloss,taxcreditortemporarydifference
fromapriorperiod
Totaldeferredtaxcredit(charge)
Totaltaxcharge
2019 $m
2018 $m
(589)
28
(561)
235
7
(15)
227
(334)
(380)
15
(365)
(331)
11
9
(311)
(676)
Thereductioninthedeferredtaxchargefrom$311millionin2018toacreditof$227millionin2019principallyrelatestotheincreasein
thetaxcreditonUSderivativelosses,whicharetaxdeductibleoverathreeyearperiod.
In2019,ataxchargeof$709million(2018:chargeof$387millionfromcontinuingoperations),principallyrelatingtoanincreaseinthe
marketvalueonsecuritiesofUSinsuranceoperationsclassifiedasavailable-for-sale,hasbeentakenthroughothercomprehensive
income.
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B EARNINGS PERFORMANCE CONTINUEDB4.2 Reconciliation of shareholder effective tax rate for continuing operations
Inthereconciliationbelow,theexpectedtaxratesreflectthecorporationtaxratesthatareexpectedtoapplytothetaxableprofitorloss
oftherelevantbusiness.Wherethereareprofitsorlossesofmorethanonejurisdiction,theexpectedtaxratesreflectthecorporationtax
ratesweightedbyreferencetotheamountofprofitorlosscontributingtotheaggregatebusinessresult.
2019
2018
Asia
operations
$m
US
operations
$m
Other*
operations
$m
Total
attributable
to share-
holders
$m
Percentage
impact on
ETR
%
Total
attributable
to share-
holders
$m
Percentage
impact on
ETR
%
AdjustedIFRSoperatingprofit(loss)basedon
longer-terminvestmentreturns
Non-operatingprofit(loss)
Profit(loss)beforetax
Expectedtaxrate:
Taxattheexpectedrate
Effectsofrecurringtaxreconciliationitems:
Incomenottaxableortaxableat
concessionaryrates
Deductionsnotallowablefortaxpurposes
Itemsrelatedtotaxationoflifeinsurance
businesses note (i)
Deferredtaxadjustments
Unrecognisedtaxlosses note (ii)
Effectofresultsofjointventuresand
associates note (iii)
Irrecoverablewithholdingtaxes note (iv)
Other
Total
Effectsofnon-recurringtaxreconciliation
items:
Adjustmentstotaxchargeinrelationtoprior
years
Movementsinprovisionsforopen
taxmatters note (v)
Demergerrelatedactivities note (vi)
Adjustmentsinrelationtobusinessdisposals
Total
Totalactualtaxcharge(credit)
Analysedinto:
TaxonadjustedIFRSoperatingprofit(loss)
basedonlonger-terminvestmentreturns
Taxonnon-operatingprofit(loss)
Actualtaxrateon:
AdjustedIFRSoperatingprofit(loss)basedon
longer-terminvestmentreturns:
Includingnon-recurringtaxreconciling
items
Excludingnon-recurringtaxreconciling
items
Totalprofit(loss)
*Otheroperationsincluderestructuringcosts.
3,276
917
4,193
20%
839
3,070
(3,795)
(725)
21%
(152)
(1,036)
(510)
(1,546)
19%
(294)
5,310
(3,388)
1,922
20%
393
(94)
40
(192)
(28)
–
(100)
–
5
(369)
(29)
10
(125)
(1)
–
–
–
5
(140)
4
(53)
17
–
(23)
(2)
468
–
–
–
(53)
(345)
(3)
5
–
(4)
46
–
59
3
106
(18)
(18)
76
(6)
34
(154)
4,409
(959)
3,450
22%
759
(71)
69
(128)
(55)
–
(83)
63
9
(196)
22.0%
(2.1)%
2.0%
(3.7)%
(1.6)%
–
(2.4)%
1.8%
0.3%
(5.7)%
20.4%
(6.6)%
2.9%
(16.5)%
(1.7)%
2.4%
(5.2)%
3.1%
0.7%
(126)
55
(317)
(33)
46
(100)
59
13
(403)
(20.9)%
(67)
(3.5)%
(4)
(0.1)%
(1)
76
(29)
(21)
(31)
(0.0)%
4.1%
(1.4)%
(1.1)%
(1.6)%
10
–
–
6
0.3%
–
–
0.2%
569
16.5%
436
32
437
(782)
(100)
(54)
773
(804)
666
(97)
13%
13%
11%
14%
16%
48%
10%
10%
10%
15%
15%
(2)%
15%
15% note (vii)
16% note (vii)
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235
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationB4 Tax charge from continuing operations continued
B4.2 Reconciliation of shareholder effective tax rate for continuing operations continued
Notes
(i)
(ii)
(iii)
(iv)
(v)
The$125million(2018:$111million)reconcilingiteminUSoperationsreflectstheimpactofthedividendreceiveddeductiononthetaxationofprofitsfromvariableannuity
business.TheprincipalreasonfortheincreaseintheAsiaoperationsreconcilingitemsfrom$17millionin2018to$192millionin2019reflectsanincreaseininvestmentgainsin
HongKongwhicharenottaxableduetothetaxableprofitbeingcomputedas5percentofnetinsurancepremiums.
The$46millionadversereconcilingiteminunrecognisedtaxlossesreflectslossesarisingafterthedemergeroftheGroup’sUKandEuropeoperationswhereitisunlikelythatrelief
forthelosseswillbeavailableinfutureperiods.
ProfitbeforetaxincludesPrudential’sshareofprofitaftertaxfromthejointventuresandassociates.Therefore,theactualtaxchargedoesnotincludetaxarisingfromprofitorloss
ofjointventuresandassociatesandisreflectedasareconcilingitem.
The$59million(2018:$63million)adversereconcilingitemsreflectslocalwithholdingtaxesondividendspaidbycertainnon-UKsubsidiaries,principallyIndonesia,totheUK.
ThedividendsareexemptfromUKtaxandconsequentlythewithholdingtaxcannotbeoffsetagainstUKtaxpayments.
Thecomplexityofthetaxlawsandregulationsthatrelatetoourbusinessesmeansthatfromtimetotimewemaydisagreewithtaxauthoritiesonthetechnicalinterpretationofa
particularareaoftaxlaw.ThisuncertaintymeansthatinthenormalcourseofbusinesstheGroupwillhavematterswhere,uponultimateresolutionoftheuncertainty,theamount
ofprofitsubjecttotaxmaybegreaterthantheamountsreflectedintheGroup’ssubmittedtaxreturns.Thestatementoffinancialpositioncontainsthefollowingprovisionsin
relationtoopentaxmatters.
Balanceatbeginningofyear
Movementsinthecurrentyearincludedin:
Taxchargeattributabletoshareholders
Othermovements*
Balanceatendofyear
$m
190
(1)
9
198
*OthermovementsincludeinterestarisingonopentaxmattersandamountsincludedintheGroup’sshareofprofitsfromjointventuresandassociates,netofrelatedtax.
(vi)
The$76millionadversereconcilingitemsinDemergerrelatedactivitiesrelatestonon-taxdeductiblecostsincurredinpreparationfor,orasaresultof,thedemergeroftheGroup’s
UKandEuropeoperations.
(vii) 2018actualtaxrateoftherelevantbusinessoperationsareshownbelow:
2018
Asia
operations
US
operations
Other
operations
Total
attributable to
shareholders
AdjustedIFRSoperatingprofitbasedonlonger-terminvestmentreturns
Profitbeforetax
14%
17%
16%
15%
14%
13%
15%
16%
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B EARNINGS PERFORMANCE CONTINUED
B5 Earnings per share
Accounting principles
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders (after related tax and non-controlling
interests) by the weighted average number of ordinary shares outstanding during the year, excluding those held in employee share trusts
and consolidated investment funds, which are treated as cancelled.
For diluted earnings per share, the weighted average number of shares in issue is adjusted to assume conversion of all dilutive potential
ordinary shares. The Group’s only class of potentially dilutive ordinary shares are those share options granted to employees where the
exercise price is less than the average market price of the Company’s ordinary shares during the year. No adjustment is made if the impact
is anti-dilutive overall.
Before
tax
$m
B1.1
Note
Tax
$m
B4
2019
Non-
controlling
interests
$m
Net of tax
and non-
controlling
interests
$m
Basic
earnings
per share
cents
Diluted
earnings
per share
cents
5,310
(773)
(9)
4,528
175.0¢
175.0¢
(3,203)
772
(43)
(142)
1,922
8
24
31
D2
–
–
–
(2,431)
(94.0)¢
(94.0)¢
(35)
(1.3)¢
(1.3)¢
(118)
(4.6)¢
(4.6)¢
(9)
1,944
75.1¢
75.1¢
(1,161)
(44.8)¢
(44.8)¢
783
30.3¢
30.3¢
Before
tax
$m
B1.1
Note
Tax
$m
B4
2018
Non-
controlling
interests
$m
Net of tax
and non-
controlling
interests
$m
Basic
earnings
per share
cents
Diluted
earnings
per share
cents
4,409
(666)
(4)
3,739
145.2¢
145.1¢
(791)
(61)
(107)
70
11
16
–
–
–
(721)
(28.0)¢
(28.0)¢
(50)
(1.9)¢
(1.9)¢
(91)
(3.6)¢
(3.5)¢
3,450
(569)
(4)
2,877
111.7¢
111.7¢
D2
1,142
4,019
44.3¢
44.3¢
156.0¢
156.0¢
BasedonadjustedIFRSoperatingprofitbasedon
longer-terminvestmentreturns
Short-termfluctuationsininvestmentreturnson
shareholder-backedbusiness
Amortisationofacquisitionaccounting
adjustments
Lossondisposalofbusinessesandcorporate
transactions
Basedonprofitfortheyearfromcontinuing
operations
Basedon(loss)fortheyearfromdiscontinued
operations
Basedonprofitfortheyear
BasedonadjustedIFRSoperatingprofitbasedon
longer-terminvestmentreturns
Short-termfluctuationsininvestmentreturnson
shareholder-backedbusiness
Amortisationofacquisitionaccounting
adjustments
Lossondisposalofbusinessesandcorporate
transactions
Basedonprofitfortheyearfromcontinuing
operations
Basedonprofitfortheyearfromdiscontinued
operations
Basedonprofitfortheyear
Weighted average number of shares* for calculation of:
Basicearningspershare
Sharesunderoptionatendofyear
Sharesthatwouldhavebeenissuedatfairvalueonassumedoptionprice
Dilutedearningspershare
*Excludingthoseheldinemployeesharetrustsandconsolidatedinvestmentfunds.
Number of shares (in millions)
2019
2,587
4
(4)
2,587
2018
2,575
5
(4)
2,576
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationB6 Dividends
B6.1 Demerger dividend in specie of M&G plc
On21October2019,followingapprovalbytheGroup’sshareholders,PrudentialplcdemergedM&GplcitsUKandEuropeoperations
viaadividendinspecie.AsrequiredbyIFRIC17‘DistributionsofNon-cashAssetstoOwners’,thedividendhasbeenrecordedatthefair
valueofM&Gplcbeing$7,379million.
B6.2 Other dividends
First and second interim dividends are recorded in the period in which they are paid. Final dividends (if applicable) are recorded in the
period in which they are approved by shareholders.
Dividendsrelatingtoreportingyear:
Firstinterimordinarydividend
Secondinterimordinarydividend
Total
Dividendspaidinreportingyear:
Currentyearfirstinterimordinarydividend
Secondinterimordinarydividendforprioryear
Total
2019
2018
Centspershare
$m
Centspershare
20.29¢
25.97¢
46.26¢
20.29¢
42.89¢
63.18¢
528
675
1,203
526
1,108
1,634
20.55¢
42.89¢
63.44¢
20.55¢
43.79¢
64.34¢
$m
530
1,108
1,638
530
1,132
1,662
Dividend per share
The2019firstinterimordinarydividendof20.29centsperordinarysharewaspaidtoeligibleshareholderson26September2019.
Thesecondinterimordinarydividendfortheyearended31December2019of25.97centsperordinarysharewillbepaidon15May
2020toshareholdersontheUKregisteron27March2020(RecordDate),andtoshareholdersontheHongKongregisterat4.30pm
HongKongtimeontheRecordDate(HKShareholders).HoldersofUSAmericanDepositaryReceipts(USShareholders)willbepaid
theirdividendson15May2020.Thesecondinterimordinarydividendwillbepaidonorabout22May2020toshareholderswithshares
standingtothecreditoftheirsecuritiesaccountswithTheCentralDepository(Pte)Limited(CDP)at5.00pmSingaporetimeonthe
RecordDate(SGShareholders).
TheGroup’s2020dividendunderthenewprogressivedividendpolicywillbedeterminedfroma2019USdollarbaseof$958million
(36.84centspershare),equivalenttothecirca£750millionpreviouslydisclosedintheCircular.Thisrepresentsthefirstinterimordinary
dividendrelatingto2019of$528millionplusthesecondinterimordinarydividendof$675millionlessthecontributionofremittances
fromthediscontinuedM&Gplcbusinesstothesecondinterimordinarydividendof$245million.
PrudentialplcnowdeterminesanddeclaresitsdividendsinUSdollars,commencingwithdividendspaidin2020,includingthe2019
secondinterimdividend.ShareholdersholdingsharesontheUKorHongKongshareregisterswillcontinuetoreceivetheirdividend
paymentsineitherpoundssterlingorHongKongdollarsrespectively,unlesstheyelectotherwise.Shareholdersholdingsharesonthe
UKorHongKongregistersmayelecttoreceivedividendpaymentsinUSdollars.ElectionsmustbemadethroughtherelevantUKor
HongKongshareregistraronorbefore23April2020.ThecorrespondingamountpershareinpoundssterlingandHongKongdollarsis
expectedtobeannouncedonorabout30April2020.TheUSdollartopoundsterlingandHongKongdollarconversionrateswillbe
determinedbytheactualratesachievedbyPrudentialbuyingthosecurrenciesduringthetwoworkingdaysprecedingthesubsequent
announcement.HoldersofAmericanDepositaryReceipts(ADRs)willcontinuetoreceivetheirdividendpaymentsinUSdollars.
ShareholdersholdinganinterestinPrudentialsharesthroughtheCentralDepository(Pte)Limited(CDP)inSingaporewillcontinueto
receivetheirdividendpaymentsinSingaporedollarsatanexchangeratedeterminedbyCDP.
ShareholdersontheUKregisterareeligibletoparticipateinaDividendReinvestmentPlan.
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B EARNINGS PERFORMANCE CONTINUED
C Financial position notes
C1 Analysis of Group statement of financial position by segment
Toexplaintheassets,liabilitiesandcapitaloftheGroup’sbusinessesmorecomprehensively,itisappropriatetoprovideanalysesofthe
Group’sstatementoffinancialpositionbyoperatingsegmentandtypeofbusiness.
By operating segment
Assets
Goodwill
Deferredacquisitioncostsandotherintangibleassets
Reinsurers’shareofinsurancecontractliabilities
Otherassets note (ii)
Investmentproperties
Investmentinjointventuresandassociatesaccountedforusing
theequitymethod
Financialinvestments note (v)
Cashandcashequivalents note (iii)
Total assets
Equity
Shareholders’equity
Non-controllinginterests
Total equity
Liabilities
Contractliabilities(includingamountsinrespectofcontracts
classifiedasinvestmentcontractsunderIFRS4)
Unallocatedsurplusofwith-profitsfunds
Corestructuralborrowingsofshareholder-financedbusinesses
Operationalborrowings
Otherliabilities note (iv)
Total liabilities
Total equity and liabilities
31 Dec 2019 $m
Unallo-
cated
to a
segment
(central
opera-
tions)
note(i)
Elimin-
ation
of intra-
group
debtors
and
creditors
Group
total
43
58
4
3,339
11
–
1,407
2,515
7,377
–
–
–
(2,652)
–
969
17,476
13,856
9,327
25
–
–
–
1,500
404,096
6,965
(2,652) 454,214
Note
C5.1
C5.2
D7
Asia
C2.1
US
C2.2
926
5,154
5,458
3,208
7
–
12,264
8,394
5,432
7
1,500
131,499
2,490
–
271,190
1,960
150,242
299,247
10,866
155
11,021
8,929
–
8,929
(318)
37
(281)
–
–
–
19,477
192
19,669
C4.1
C4.1
C6.1
C6.2
115,943
4,750
–
473
18,055
269,549
–
250
1,501
19,018
139,221
290,318
150,242
299,247
186
–
5,344
671
1,457
7,658
7,377
–
–
–
–
(2,652)
385,678
4,750
5,594
2,645
35,878
(2,652) 434,545
(2,652) 454,214
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC1 Analysis of Group statement of financial position by segment continued
Before elimination of intra-group debtors and creditors
31 Dec 2018 $m
By operating segment
Assets
Goodwill
Deferredacquisitioncostsandother
intangibleassets
Reinsurers’shareofinsurance
contractliabilities
Otherassets note (ii)
Investmentproperties
Investmentinjointventuresand
associatesaccountedforusing
theequitymethod
Financialinvestments note (v)
Assetsheldforsale
Cashandcashequivalents note (iii)
Total assets
Equity
Shareholders’equity
Non-controllinginterests
Total equity
Liabilities
Contractliabilities(includingamounts
inrespectofcontractsclassifiedas
investmentcontractsunderIFRS4)
Unallocatedsurplusof
with-profitsfunds
Corestructuralborrowingsof
shareholder-financedbusinesses
Operationalborrowings
Otherliabilities note (iv)
Liabilitiesheldforsale
Total liabilities
Note
C5.1
C5.2
C4.1
C4.1
C6.1
C6.2
Unallo-
cated
to a
segment
(central
opera-
tions)
note(i)
Total
continuing
operations
Discon-
tinued
UK and
Europe
operations
Elimin-
ation
of intra-
group
debtors
and
creditors
634
1,731
14,936
249
–
–
12,024
12,385
14
3,581
9,044
22,815
(1,412)
(6,834)
–
Group
Total
2,365
15,185
14,193
14,595
22,829
1,262
338,969
–
9,394
945
208,553
13,472
6,048
–
–
–
–
2,207
547,522
13,472
15,442
389,618
266,438
(8,246)
647,810
Asia
C2.1
634
US
C2.2
–
3,741
11,140
3,537
4,987
6
8,485
4,569
8
1,262
103,016
–
2,789
–
232,955
–
3,827
119,972
260,984
–
55
2
2,829
–
–
2,998
–
2,778
8,662
8,175
12
8,187
7,163
–
7,163
(4,450)
11
(4,439)
10,888
23
10,911
11,080
–
11,080
–
–
–
21,968
23
21,991
93,248
236,380
50
329,678
193,020
(1,412)
521,286
3,198
–
102
15,237
–
–
–
3,198
16,982
–
20,180
250
418
16,773
–
9,511
640
2,900
–
9,761
1,160
34,910
–
–
5,129
26,768
13,459
–
–
(6,834)
–
9,761
6,289
54,844
13,459
111,785
253,821
13,101
378,707
255,358
(8,246)
625,819
Total equity and liabilities
119,972
260,984
8,662
389,618
266,438
(8,246)
647,810
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C FINANCIAL POSITION NOTES CONTINUEDNotes
(i)
(ii)
Unallocatedtoasegmentincludescentraloperations,theGroup’streasuryfunctionandAfricaoperationsaspernoteB1.3.
‘Otherassets’at31December2019includedproperty,plantandequipmentof$1,065millionrelatingtocontinuingoperations(31December2018:$1,795million,ofwhich
$482millionrelatedtocontinuingoperations).On1January2019,$527millionofright-of-useassetswasrecognisedforcontinuingoperationsuponadoptionofIFRS16
(seenoteA3).Movementsintheright-of-useassetsin2019isprovidedinnoteC13.
$3,191million(31December2018:$7,834million)areexpectedtobesettledwithinoneyear.Thesearefurtheranalysedasfollows:
Alsoincludedin‘Otherassets’areaccruedinvestmentincomeandotherdebtorsat31December2019of$3,695million(31December2018:$8,708million),ofwhich
31 Dec
2019 $m
31 Dec
2018 $m
Interestreceivable
Other
Totalaccruedinvestmentincome
Premiumsreceivableduefrom:
Policyholders
Intermediaries
Reinsurers
Otherreceivables
Totalotherdebtors
Total accrued investment income and other debtors
Analysedas:
Fromcontinuingoperations
Fromdiscontinuedoperations
1,064
577
1,641
574
4
216
1,260
2,054
3,695
2,221
1,280
3,501
576
4
277
4,350
5,207
8,708
4,356
4,352
8,708
(iii) Cashandcashequivalents
Cashandcashequivalentsconsistofcashatbankandinhand,depositsheldatcallwithbanks,treasurybillsandothershort-termhighlyliquidinvestmentswithlessthan90days
maturityfromthedateofacquisitionandareanalysedasfollows:
31 Dec
2019 $m
31 Dec
2018 $m
Cash
Cashequivalents
Total cash and cash equivalents
Analysedas:
HeldcentrallyandavailableforgeneralusebytheGroup
OtherfundsnotavailableforgeneralusebytheGroup,includingfundsheldforthebenefitofpolicyholders
Total cash and cash equivalents
Comprising:
Cash and cash equivalents from continuing operations
Cash and cash equivalents from discontinued operations
2,071
4,894
6,965
2,491
4,474
6,965
7,335
8,107
15,442
445
14,997
15,442
9,394
6,048
15,442
TheGroup’scashandcashequivalentsareheldinthefollowingcurrencies:USdollars52percent,poundssterling20percent,Euro1percentandothercurrencies27percent
(2018:USdollars38percent,poundssterling32percent,Euro15percentandothercurrencies15percent).
(iv) Accruals,deferredincomeandotherliabilitiesareanalysedasfollows(maturityanalysisisprovidedinnoteC3.4(a)):
Accrualsanddeferredincome
Othercreditors
Creditorsarisingfromdirectinsuranceandreinsuranceoperations
Interestpayable
FundswithheldunderreinsuranceoftheREALICbusiness
Otheritems
Total accruals, deferred income and other liabilities
Analysedas:
Fromcontinuingoperations
Fromdiscontinuedoperations
31 Dec
2019 $m
31 Dec
2018 $m
582
6,724
2,831
68
3,760
523
2,165
9,010
3,010
149
3,745
1,342
14,488
19,421
13,338
6,083
19,421
(v) Ofthetotalfinancialinvestmentsof$404,096millionasat31December2019(31December2018:$547,522million),$260,896million(2018:$304,843million)areduetobe
recoveredwithinoneyear.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC2 Analysis of segment statement of financial position by business type
Toshowthestatementoffinancialpositionbyreferencetothedifferingdegreesofpolicyholderandshareholdereconomicinterestofthe
differenttypesofbusiness,theanalysisbelowisstructuredtoshowtheassetsandliabilitiesofeachsegmentbybusinesstype.
C2.1 Asia
31 Dec 2019 $m
Total insurance
31 Dec
2018 $m
With-
profits
business*
Unit-
linked
assets and
liabilities
Note
Other
business
Total
Asset
manage-
ment
Elimin-
ations
Total
Total
Assets
Goodwill
Deferredacquisitioncostsandother
intangibleassets
Reinsurers’shareofinsurance
contractliabilities
Otherassets
Investmentproperties
Investmentinjointventuresand
associatesaccountedforusingthe
equitymethod
Financialinvestments
Cashandcashequivalents
Total assets
Total equity
Liabilities
Contractliabilities(includingamounts
inrespectofcontractsclassifiedas
investmentcontractsunderIFRS4)
Unallocatedsurplusofwith-profitsfunds
Operationalborrowings
Otherliabilities
Total liabilities
327
327
599
–
67
152
1,210
–
–
–
5,072
5,139
–
237
–
5,306
1,584
7
5,458
3,031
7
–
76,581
963
–
24,628
356
1,263
1,263
29,982 131,191
2,334
1,015
–
–
926
634
5,154
3,741
–
(35)
–
5,458
3,208
7
3,537
4,987
6
–
1,500
– 131,499
2,490
–
1,262
103,016
2,789
15
–
212
–
237
308
156
78,973
25,221
44,556 148,750
–
–
9,803
9,803
1,527
1,218
(35) 150,242
119,972
–
11,021
8,187
C4.2
C4.2
65,558
4,750
302
8,363
23,571
–
21
1,629
26,814 115,943
4,750
446
17,808
–
123
7,816
78,973
25,221
34,753 138,947
–
–
27
282
309
– 115,943
4,750
–
473
–
(35) 18,055
93,248
3,198
102
15,237
(35) 139,221
111,785
Total equity and liabilities
78,973
25,221
44,556 148,750
1,527
(35) 150,242
119,972
*Thestatementoffinancialpositionforwith-profitsbusinesscomprisesthewith-profitsassetsandliabilitiesoftheHongKong,MalaysiaandSingaporeoperations.‘Otherbusiness’
includesassetsandliabilitiesofotherparticipatingbusinessesandothernon-linkedshareholder-backedbusiness.
242
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C FINANCIAL POSITION NOTES CONTINUEDC2.2 US
Assets
Goodwill
Deferredacquisitioncostsandother
intangibleassets
Reinsurers’shareofinsurancecontractliabilities
Otherassets
Investmentproperties
Financialinvestments
Cashandcashequivalents
Total assets
Total equity
Liabilities
Contractliabilities(includingamountsinrespect
ofcontractsclassifiedasinvestmentcontracts
underIFRS4)
Corestructuralborrowingsofshareholder-financed
businesses
Operationalborrowings
Otherliabilities
Total liabilities
Total equity and liabilities
31 Dec 2019 $m
31 Dec
2018 $m
Total insurance
Variable
annuity
separate
account
assets and
liabilities
Fixed
annuity,
GICs and
other
business
Note
Asset
manage-
ment
Total
Elimin-
ations
Total
Total
–
–
–
–
–
–
–
195,070
–
12,264
8,394
5,293
7
12,264
8,394
5,293
7
76,106 271,176
1,912
1,912
195,070 103,976 299,046
–
8,923
8,923
C4.3 195,070
74,479 269,549
C6.1
–
–
–
250
1,460
18,864
250
1,460
18,864
195,070
95,053 290,123
195,070 103,976 299,046
–
–
–
228
–
14
48
290
6
–
–
41
243
284
290
–
–
–
12,264
–
8,394
–
5,432
(89)
7
–
– 271,190
1,960
–
11,140
8,485
4,569
8
232,955
3,827
(89) 299,247
260,984
–
8,929
7,163
– 269,549
236,380
–
–
250
1,501
(89) 19,018
250
418
16,773
(89) 290,318
253,821
(89) 299,247
260,984
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243
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC3 Assets and liabilities
C3.1 Group assets and liabilities – measurement
The Group holds financial investments in accordance with IAS 39, whereby subject to specific criteria, financial instruments are required
to be accounted for under one of the following categories:
— Financial assets and liabilities at fair value through profit or loss – this comprises assets and liabilities designated by management as
fair value through profit or loss on inception and derivatives that are held for trading. This includes instruments that are managed and
the performance evaluated on a fair value basis and includes liabilities related to net assets attributable to unit holders of consolidated
investment funds and, in Asia, policyholder liabilities for investment contracts without discretionary participation features. All
investments within this category are measured at fair value with all changes thereon being recognised in investment return in the
income statement;
— Financial investments on an available-for-sale basis – this comprises assets that are designated by management as available-for-sale
and/or do not fall into any of the other categories. These assets are initially recognised at fair value plus attributable transaction costs.
Available-for-sale assets are subsequently measured at fair value. Interest income is recognised on an effective interest basis in the
income statement. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life
of the financial instrument or, when appropriate, a shorter period to the net carrying amount of the financial asset. Except for foreign
exchange gains and losses on debt securities, which are included in the income statement, unrealised gains and losses are recognised
in other comprehensive income. Upon disposal or impairment, accumulated unrealised gains and losses are transferred from other
comprehensive income to the income statement as realised gains or losses; and
— Loans and receivables – except for those designated as at fair value through profit or loss or available-for-sale, these instruments
comprise non-quoted investments that have fixed or determinable payments. These instruments include loans collateralised by
mortgages, deposits, loans to policyholders and other unsecured loans and receivables. These investments are initially recognised at
fair value plus transaction costs. Subsequently, these instruments are carried at amortised cost using the effective interest method.
The Group uses the trade date method to account for regular purchases and sales of financial assets.
(a) Fair value measurement hierarchy of Group assets and liabilities
Assets and liabilities carried at fair value on the statement of financial position
ThetablebelowshowstheassetsandliabilitiescarriedatfairvalueanalysedbyleveloftheIFRS13‘FairValueMeasurement’definedfair
valuehierarchy.Thishierarchyisbasedontheinputstothefairvaluemeasurementandreflectsthelowestlevelinputthatissignificantto
thatmeasurement.
Allassetsandliabilitiesheldatfairvalueareclassifiedasfairvaluethroughprofitorloss,exceptfor$58,302million(31December
2018:$52,025million)ofdebtsecuritiesclassifiedasavailable-for-sale,principallyintheUSoperations.Allassetsandliabilitiesheld
atfairvaluearemeasuredonarecurringbasis.Asof31December2019,theGroupdidnothaveanyfinancialinstrumentsthatare
measuredatfairvalueonanon-recurringbasis.
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C FINANCIAL POSITION NOTES CONTINUEDFinancial instruments at fair value
Analysis of financial investments, net of derivative liabilities
by business type from continuing operations
With-profits
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Percentageoftotal(%)
Unit-linked and variable annuity separate account
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Percentageoftotal(%)
Non-linked shareholder-backed
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Percentageoftotal(%)
Group total analysis, including other financial liabilities
held at fair value from continuing operations
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Investmentcontractliabilitieswithoutdiscretionaryparticipationfeaturesheld
atfairvalue
Netassetvalueattributabletounitholdersofconsolidatedinvestmentfunds
Otherfinancialliabilitiesheldatfairvalue
Totalfinancialinstrumentsatfairvalue
Percentageoftotal(%)
31 Dec 2019 $m
Level 1
Level 2
Level 3
Quoted prices
(unadjusted)
in active
markets
Valuation
based on
significant
observable
market inputs
Valuation
based on
significant
unobservable
market inputs
25,850
40,291
57
(137)
66,061
90%
213,797
4,036
6
(1)
217,838
99%
–
3,638
23,600
7
(47)
27,198
29%
–
243,285
67,927
70
(185)
311,097
–
(5,973)
–
305,124
81%
3,268
4,485
103
(94)
7,762
10%
365
1,117
4
–
1,486
1%
–
87
61,035
1,569
(113)
62,578
66%
–
3,720
66,637
1,676
(207)
71,826
(1,011)
(23)
–
70,792
19%
254
6
–
–
260
0%
–
–
–
–
–
0%
3,587
22
–
1,301
–
4,910
5%
3,587
276
6
1,301
–
5,170
–
(2)
(3,760)
1,408
0%
Total
29,372
44,782
160
(231)
74,083
100%
214,162
5,153
10
(1)
219,324
100%
3,587
3,747
84,635
2,877
(160)
94,686
100%
3,587
247,281
134,570
3,047
(392)
388,093
(1,011)
(5,998)
(3,760)
377,324
100%
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC3 Assets and liabilities continued
C3.1 Group assets and liabilities – measurement continued
Analysis of financial investments, net of derivative liabilities
by business type
With-profits
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Percentageoftotal(%)
Unit-linked and variable annuity separate account
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Percentageoftotal(%)
Non-linked shareholder-backed
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Percentageoftotal(%)
Group total analysis, including other financial liabilities
held at fair value
Loans
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments(includingderivativeassets)
Derivativeliabilities
Totalfinancialinvestments,netofderivativeliabilities
Investmentcontractliabilitieswithoutdiscretionaryparticipationfeatures
heldatfairvalue
Borrowingsattributabletowith-profitsbusinesses
Netassetvalueattributabletounitholdersofconsolidatedinvestmentfunds
Otherfinancialliabilitiesheldatfairvalue
Totalfinancialinstrumentsatfairvalue
Percentageoftotal(%)
Analysedas:
Totalfromcontinuingoperations
With-profits
Unit-linkedandvariableannuityseparateaccount
Non-linkedshareholder-backed
Percentageoftotalcontinuingoperations(%)
TotalfromdiscontinuedUKandEuropeoperations
Percentageoftotaldiscontinuedoperations(%)
31 Dec 2018 $m
Level 1
Level 2
Level 3
Quoted prices
(unadjusted)
in active
markets
Valuation
based on
significant
observable
market inputs
Valuation
based on
significant
unobservable
market inputs
–
66,636
39,750
183
(108)
106,461
57%
194,845
6,070
8
(3)
200,920
94%
–
3,764
22,525
77
(2)
26,364
24%
–
6,937
62,382
4,156
(1,568)
71,907
38%
643
12,388
4
(4)
13,031
6%
–
3
78,713
1,602
(2,241)
78,077
71%
2,168
621
1,033
5,508
–
9,330
5%
11
–
8
–
19
0%
3,886
24
472
1,198
(539)
5,041
5%
Total
2,168
74,194
103,165
9,847
(1,676)
187,698
100%
195,499
18,458
20
(7)
213,970
100%
3,886
3,791
101,710
2,877
(2,782)
109,482
100%
–
265,245
68,345
268
(113)
–
7,583
153,483
5,762
(3,813)
6,054
656
1,505
6,714
(539)
6,054
273,484
223,333
12,744
(4,465)
333,745
163,015
14,390
511,150
–
–
(8,727)
–
325,018
70%
49,914
182,833
21,077
253,824
81%
71,194
46%
(20,446)
–
(4,854)
(3)
137,712
29%
5,003
(82)
55,972
60,893
19%
76,819
50%
–
(2,045)
(1,258)
(4,335)
6,752
1%
(20,446)
(2,045)
(14,839)
(4,338)
469,482
100%
203
–
339
542
0%
6,210
4%
55,120
182,751
77,388
315,259
100%
154,223
100%
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C FINANCIAL POSITION NOTES CONTINUEDAssets and liabilities at amortised cost and their fair value
Thetablebelowshowsthefinancialassetsandliabilitiescarriedatamortisedcostonthestatementoffinancialpositionandtheirfair
value.Cashdeposits,accruedincome,otherdebtors,accruals,deferredincomeandotherliabilitiesareexcludedfromtheanalysis
below,asthesearecarriedatamortisedcost,whichapproximatesfairvalue.
31 Dec 2019 $m
31 Dec 2018 $m
Level 2
Valuation
based on
significant
observable
market
inputs
Level 3
Valuation
based on
significant
unobserv-
able market
inputs
Level 2
Valuation
based on
significant
observable
market
inputs
Level 3
Valuation
based on
significant
unobserv-
able market
inputs
Fair
value
Carrying
value
Fair
value
Carrying
value
1,865
11,646
13,511
12,996
3,691
13,714
17,405
16,884
–
(3,957)
(3,957)
(3,891)
–
(4,021)
(4,021)
(4,035)
(6,227)
(2,015)
–
–
(6,227)
(5,594)
(9,994)
–
(9,994)
(9,761)
(2,015)
(2,015)
(3,857)
(92)
(3,949)
(4,244)
(48)
(9,087)
(9,135)
(8,901)
(1,602)
(7,323)
(8,925)
(8,901)
Assets
Loans
Liabilities
Investmentcontractliabilitieswithout
discretionaryparticipationfeatures
Corestructuralborrowingsof
shareholder-financedbusinesses
Operationalborrowings(excluding
leaseliabilities)
Obligationsunderfunding,securities
lendingandsaleandrepurchase
agreements
Totalfinancialinstrumentscarried
atamortisedcost
(6,425)
(1,398)
(7,823)
(7,405)
(11,762)
2,278
(9,484)
(10,057)
Analysedas:
Totalfromcontinuingoperations
TotalfromdiscontinuedUKand
Europeoperations
(10,240)
(9,996)
756
(61)
(9,484)
(10,057)
Thefairvalueoftheassetsandliabilitiesinthetableabove,withtheexceptionofthesubordinatedandseniordebtissuedbytheparent
company,hasbeenestimatedfromthediscountedcashflowsexpectedtobereceivedorpaid.Whereappropriate,theobservable
marketinterestratehasbeenusedandtheassetsandliabilitiesareclassifiedwithinlevel2.Otherwise,theyareincludedaslevel3assets
orliabilities.Thefairvalueincludedforthesubordinatedandseniordebtissuedbytheparentcompanyisdeterminedusingquoted
pricesfromindependentthirdparties.Thesearepresentedaslevel2liabilities.
(b) Valuation approach for level 2 fair valued assets and liabilities
AsignificantproportionoftheGroup’slevel2assetsarecorporatebonds,structuredsecuritiesandothernon-nationalgovernmentdebt
securities.Theseassets,inlinewithmarketpractice,aregenerallyvaluedusingadesignatedindependentpricingserviceorquotefrom
third-partybrokers.Thesevaluationsaresubjecttoanumberofmonitoringcontrols,suchascomparisontomultiplepricingsources
whereavailable,monthlypricevariances,stalepricereviewsandvarianceanalysisonpricesachievedonsubsequenttrades.
Whenpricesarenotavailablefrompricingservices,quotesaresourceddirectlyfrombrokers.Prudentialseekstoobtainanumber
ofquotesfromdifferentbrokerssoastoobtainthemostcomprehensiveinformationavailableontheirexecutability.Wherequotesare
sourceddirectlyfrombrokers,thepriceusedinthevaluationisnormallyselectedfromoneofthequotesbasedonanumberoffactors,
includingthetimelinessandregularityofthequotesandtheaccuracyofthequotesconsideringthespreadsprovided.Theselected
quoteistheonewhichbestrepresentsanexecutablequoteforthesecurityatthemeasurementdate.
Generally,noadjustmentismadetothepricesobtainedfromindependentthirdparties.Adjustmentismadeinonlylimited
circumstances,whereitisdeterminedthatthethird-partyvaluationsobtaineddonotreflectfairvalue(egeitherbecausethevalueis
staleand/orthevaluesareextremelydiverseinrange).Theseareusuallysecuritieswhicharedistressedorthatcouldbesubjecttoa
debtrestructureorwherereliablemarketpricesarenolongeravailableduetoaninactivemarketormarketdislocation.Inthese
instances,pricesarederivedusinginternalvaluationtechniquesincludingthoseasdescribedbelowinthisnotewiththeobjectiveof
arrivingatafairvaluemeasurementthatreflectsthepriceatwhichanorderlytransactionwouldtakeplacebetweenmarketparticipants
onthemeasurementdate.Thetechniquesusedrequireanumberofassumptionsrelatingtovariablessuchascreditriskandinterest
rates.Examplesofsuchvariablesincludeanaveragecreditspreadbasedonthecorporatebonduniverseandtherelevantdurationof
theassetbeingvalued.Prudentialdeterminestheinputassumptionsbasedonthebestavailableinformationatthemeasurementdates.
Securitiesvaluedinsuchmannerareclassifiedaslevel3wherethesesignificantinputsarenotbasedonobservablemarketdata.
Ofthetotallevel2debtsecuritiesof$66,637millionat31December2019(31December2018:$63,247millionfromcontinuing
operations),$8,915millionarevaluedinternally(31December2018:$7,462millionfromcontinuingoperations).Themajorityofsuch
securitiesarevaluedusingmatrixpricing,whichisbasedonassessingthecreditqualityoftheunderlyingborrowertoderiveasuitable
discountraterelativetogovernmentsecuritiesofacomparableduration.Undermatrixpricing,thedebtsecuritiesarepricedtakingthe
creditspreadsoncomparablequotedpublicdebtsecuritiesandapplyingthesetotheequivalentdebtinstrumentsfactoringinaspecified
liquiditypremium.Themajorityoftheparametersusedinthisvaluationtechniquearereadilyobservableinthemarketand,therefore,
arenotsubjecttointerpretation.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC3 Assets and liabilities continued
C3.1 Group assets and liabilities – measurement continued
(c) Fair value measurements for level 3 fair valued assets and liabilities
Reconciliation of movements in level 3 assets and liabilities measured at fair value
Thefollowingtablereconcilesthevalueoflevel3fairvaluedassetsandliabilitiesat1January2019tothatpresentedat31December2019.
Totalinvestmentreturnrecordedintheincomestatementrepresentsinterestanddividendincome,realisedgainsandlosses,
unrealisedgainsandlossesontheassetsclassifiedatfairvaluethroughprofitandlossandforeignexchangemovementsonanindividual
entity’soverseasinvestments.
Totalgainsandlossesrecordedinothercomprehensiveincomeincludesunrealisedgainsandlossesondebtsecuritiesheldas
available-for-saleprincipallywithinJacksonandforeignexchangemovementsarisingfromtheretranslationoftheGroup’soverseas
subsidiariesandbranches.
Reconciliation of
movements in level 3
assets and liabilities
measured at fair value
Balanceat1January
DemergerofUKand
Europeoperations
Totalgains(losses)in
incomestatement*
Totalgains(losses)
recordedinother
comprehensiveincome
Purchases
Sales
Issues
Settlements
2019 $m
Equity
securities
and
holdings in
collective
investment
schemes
Other
investments
(including
derivative
assets)
Debt
securities
Borrowings
attributable
to with-
profits
businesses
Derivative
liabilities
Net asset
value
attributable
to unit
holders of
consolidated
investment
funds
Other
financial
liabilities
Total
656
1,505
6,714
(539)
(2,045)
(1,258)
(4,335)
6,752
Loans
6,054
(2,509)
(440)
(1,498)
(5,513)
–
2,045
1,258
451
(6,206)
1
(11)
–
–
–
275
(234)
3
69
(1)
–
–
6
–
–
(7)
–
–
6
30
539
(6)
269
(193)
–
–
1,301
–
–
–
–
–
–
2018 $m
–
–
–
–
–
–
–
–
(28)
537
–
(2)
–
–
–
(2)
(11)
–
–
(143)
306
(14)
336
(201)
132
72
(3,760)
1,408
Balanceat31December
3,587
276
Balanceat1January
Totalgains(losses)in
incomestatement*
Totalgains(losses)
recordedinother
comprehensiveincome
Purchases
Sales
Issues
Settlements
Transfersintolevel3
Transfersoutoflevel3
6,543
(104)
(162)
83
(238)
373
(441)
–
–
Balanceat31December
6,054
502
51
(28)
167
(47)
–
–
11
–
656
885
5,985
(693)
(2,553)
(559)
(4,100)
6,010
(9)
540
(85)
889
(175)
–
–
–
–
1,505
(331)
1,605
(1,085)
–
–
–
–
6,714
36
34
–
–
–
–
–
84
(31)
89
7
579
133
–
–
–
406
–
–
111
–
–
(931)
76
–
(44)
36
–
–
(642)
364
–
–
(292)
2,744
(1,545)
(1,200)
405
11
40
(539)
(2,045)
(1,258)
(4,335)
6,752
*Ofthetotalnetgainsand(losses)intheincomestatementof$537millionforcontinuingoperationsin2019,$19millionrelatestonetunrealisedgainsandlossesoffinancialinstruments
stillheldattheendoftheyear(2018:$111millionofthe$579millionshownabovewasforcontinuingoperations,ofwhich$153millionrelatedtofinancialinstrumentsstillheldattheend
oftheyear),whichcanbeanalysedasfollows:
2019 $m
2018 $m
Equitysecuritiesandholdingsincollectiveinvestmentschemes
Debtsecurities
Otherinvestments
Derivativeliabilities
Netassetvalueattributabletounitholdersofconsolidatedinvestmentfunds
Otherfinancialliabilities
Total
(11)
–
34
–
–
(4)
19
(10)
3
133
36
(9)
–
153
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C FINANCIAL POSITION NOTES CONTINUEDValuation approach for level 3 fair valued assets and liabilities
Investmentsvaluedusingvaluationtechniquesincludefinancialinvestmentswhichbytheirnaturedonothaveanexternallyquoted
pricebasedonregulartrades,andfinancialinvestmentsforwhichmarketsarenolongeractiveasaresultofmarketconditions,egmarket
illiquidity.Thevaluationtechniquesusedincludecomparisontorecentarm’slengthtransactions,referencetootherinstrumentsthatare
substantiallythesame,discountedcashflowanalysis,option-adjustedspreadmodelsand,ifapplicable,enterprisevaluation.
TheGroup’svaluationpolicies,proceduresandanalysesforinstrumentscategorisedaslevel3areoverseenbyBusinessUnit
committeesaspartoftheGroup’swiderfinancialreportinggovernanceprocesses.Theproceduresundertakenincludeapprovalof
valuationmethodologies,verificationprocesses,andresolutionofsignificantorcomplexvaluationissues.Inundertakingtheseactivities,
theGroupmakesuseoftheextensiveexpertiseofitsassetmanagementfunctions.Inaddition,theGrouphasminimumstandardsfor
independentpriceverificationtoensurevaluationaccuracyisregularlyindependentlyverified.Adherencetothispolicyismonitored
acrossthebusinessunits.
At31December2019,theGroupheld$1,408millionofnetfinancialinstrumentsatfairvaluewithinlevel3.Thisrepresentslessthan
onepercentofthetotalfairvaluedfinancialassetsnetoffinancialliabilities.
Includedwithinthesenetassetsandliabilitiesarepolicyloansof$3,587millionat31December2019measuredastheloan
outstandingbalance,plusaccruedinvestmentincome,attachedtoacquiredREALICbusinessandheldtobacktheliabilitiesforfunds
withheldunderreinsurancearrangements.Thefundswithheldliabilityof$3,760millionat31December2019isalsoclassifiedwithin
level3.Thefairvalueoftheliabilitiesisequaltothefairvalueoftheunderlyingassetsheldascollateral,whichprimarilyconsistofpolicy
loansanddebtsecurities.Theassetsandliabilitiesbroadlyoffsetandthereforetheirmovementshaveminimalimpactonshareholders’
profitandequity.
ExcludingtheloansandfundswithheldliabilityunderREALIC’sreinsurancearrangementsasdescribedabove,whichamountedtoa
netliabilityof$173million,thelevel3fairvaluedfinancialassetsnetoffinancialliabilitieswereanetassetof$1,581million,whichareall
externallyvaluedandcomprisethefollowing:
— Otherfinancialinvestmentsof$1,301millionconsistingprimarilyofprivateequitylimitedpartnershipsheldbyJackson,whichare
externallyvaluedinaccordancewithInternationalPrivateEquityandVentureCapitalAssociationguidelinesusingmanagement
informationavailablefortheseinvestments;
— Equitysecuritiesandholdingsincollectiveinvestmentschemesof$276millionconsistingprimarilyofpropertyandinfrastructure
fundsheldbytheAsiaparticipatingfunds,whichareexternallyvaluedusingthenetassetvalueoftheinvestedentities;and
— Othersundryindividualfinancialinstrumentsofanetassetof$4million.
Ofthenetassetof$1,581millionreferredtoabove:
— Anetassetof$258millionisheldbytheGroup’sAsiaparticipatingfundsandthereforeshareholders’profitandequityarenot
impactedbymovementsinthevaluationofthesefinancialinstruments;and
— Anetassetof$1,323millionisheldtosupportnon-linkedshareholder-backedbusiness.Alloftheseinstrumentsareexternallyvalued
andarethereforeinherentlylesssubjectivethaninternalvaluations.Theseinstrumentsconsistprimarilyofprivateequitylimited
partnershipsheldbyJacksonasdescribedabove.IfthevalueofalltheseLevel3financialinstrumentsdecreasedby10percent,the
changeinvaluationwouldbe$132million,whichwouldreduceshareholders’equitybythisamountbeforetax.Allofthisamount
wouldpassthroughtheincomestatementsubstantiallyaspartofshort-termfluctuationsininvestmentreturnsoutsideofadjusted
IFRSoperatingprofitbasedonlonger-terminvestmentreturns.
(d) Transfers into and transfers out of levels
TheGroup’spolicyistorecognisetransfersintoandtransfersoutoflevelsasoftheendofeachhalfyearreportingperiodexceptfor
materialtransferswhicharerecognisedasofthedateoftheeventorchangeincircumstancesthatcausedthetransfer.Transfersare
deemedtohaveoccurredwhenthereisamaterialchangeintheobservedvaluationinputsorachangeintheleveloftradingactivities
ofthesecurities.
During2019,thetransfersbetweenlevelswithintheGroup’sportfolio,excludingthoseheldbythediscontinuedUKandEurope
operations,wereprimarilytransfersfromlevel1tolevel2of$678millionandtransfersfromlevel2tolevel1of$1,121million.These
transferswhichrelatetoequitysecuritiesanddebtsecuritiesarosetoreflectthechangeintheobservedvaluationinputsandincertain
cases,thechangeintheleveloftradingactivitiesofthesecurities.Therewerenotransfersexcludingthoserelatedtothediscontinued
UKandEuropeoperations,intoandoutoflevel3intheyear.
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C3.2 Debt securities
ThisnoteprovidesanalysisoftheGroup’sdebtsecurities,includingasset-backedsecuritiesandsovereigndebtsecurities.
Withtheexceptionofcertaindebtsecuritiesclassifiedas‘available-for-sale’underIAS39asdisclosedinnotesC3.2(b)below,
whichprimarilyrelatetoUSinsuranceoperations,theGroup’sdebtsecuritiesarecarriedatfairvaluethroughprofitorloss.
(a) Credit rating
Debtsecuritiesareanalysedbelowaccordingtoexternalcreditratingsissued,withequivalentratingsissuedbydifferentratings
agenciesgroupedtogether.Standard&Poor’sratingshavebeenusedwhereavailable,ifthisisn’tthecaseMoody’sandthenFitchhave
beenusedasalternatives.FortheUS,NAICratingshavealsobeenusedwhererelevant(asshownin‘Other’inthetablesbelow).Inthe
tablebelow,AAAisthehighestpossiblerating.InvestmentgradefinancialassetsareclassifiedwithintherangeofAAAtoBBB-ratings.
FinancialassetswhichfalloutsidethisrangeareclassifiedasbelowBBB-.
Asia:
With-profits
Unit-linked
Non-linkedshareholder-
backed
Assetmanagement
US:
Non-linkedshareholder-
backed
Otheroperations
Totaldebtsecurities
Asia:
With-profits
Unit-linked
Non-linkedshareholder-
backed
Assetmanagement
US:
Non-linkedshareholder-
backed
Otheroperations
Totalcontinuingoperations
TotaldiscontinuedUKand
Europeoperations
Totaldebtsecurities
AAA
AA+ to AA-
A+ to A-
31 Dec 2019 $m
BBB+
to BBB-
Below BBB-
Other
(including
NAIC rated)
5,205
770
1,611
14
1,154
–
8,754
21,911
135
6,050
–
10,300
1,211
39,607
5,863
674
6,293
112
15,229
–
28,171
5,874
2,074
4,639
–
18,489
–
31,076
2,382
522
3,749
–
1,995
55
8,703
AAA
AA+ to AA-
A+ to A-
31 Dec 2018 $m
BBB+
to BBB-
Below BBB-
Other
(including
NAIC rated)
3,659
1,040
1,317
14
864
788
7,682
13,931
21,613
15,766
127
4,524
–
9,403
1,387
31,207
23,185
54,392
5,275
627
4,734
76
13,100
193
24,005
23,746
47,751
4,788
1,822
3,738
–
18,667
52
29,067
25,126
54,193
2,225
542
2,805
–
1,820
62
7,454
14,445
113,860
4,387
11,841
19,098
33,543
109,473
223,333
Total
44,782
5,153
24,646
129
3,547
978
2,304
3
11,361
66
18,259
58,528
1,332
134,570
Total
34,647
5,070
18,573
90
52,974
2,506
2,934
912
1,455
–
9,120
24
Thecreditratings,informationordatacontainedinthisreportwhichareattributedandspecificallyprovidedbyStandard&Poor’s,
Moody’sandFitchSolutionsandtheirrespectiveaffiliatesandsuppliers(‘ContentProviders’)isreferredtohereasthe‘Content’.
ReproductionofanyContentinanyformisprohibitedexceptwiththepriorwrittenpermissionoftherelevantparty.TheContent
Providersdonotguaranteetheaccuracy,adequacy,completeness,timelinessoravailabilityofanyContentandarenotresponsible
foranyerrorsoromissions(negligentorotherwise),regardlessofthecause,orfortheresultsobtainedfromtheuseofsuchContent.
TheContentProvidersexpresslydisclaimliabilityforanydamages,costs,expenses,legalfees,orlosses(includinglostincomeorlost
profitandopportunitycosts)inconnectionwithanyuseoftheContent.Areferencetoaparticularinvestmentorsecurity,aratingor
anyobservationconcerninganinvestmentthatispartoftheContentisnotarecommendationtobuy,sellorholdanysuchinvestment
orsecurity,nordoesitaddressthesuitabilityofaninvestmentorsecurityandshouldnotbereliedonasinvestmentadvice.
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C FINANCIAL POSITION NOTES CONTINUEDCredit ratings for securities classified as ‘Other’
Securitiesforcontinuingoperationswithcreditratingsclassifiedas‘Other’canbefurtheranalysedasfollowsforAsiaandUSnon-linked
shareholder-backed.
Asia
Governmentbonds*
Corporatebondsratedbylocalexternalratingagencies
AAA
AA+toAA-
A+toA-
BBB+toBBB-
BelowBBB-andunrated
Other(asset-backedsecurities)†
TotalAsia
*99.7percentareinvestmentgrade(2018:92percent).
†Primarilyunrated.
US
ImplicitratingsbasedonNAICvaluations*
NAIC1
NAIC2
NAIC3-6
TotalUS†
31 Dec
2019 $m
323
31 Dec
2018 $m
46
184
958
345
91
32
1,610
371
2,304
239
702
241
39
25
1,246
163
1,455
31 Dec
2018 $m
Total
Total
31 Dec 2019 $m
Mortgage
-backed
securities
Other
securities
3,367
1
2
3,370
4,430
3,470
91
7,991
7,797
3,471
93
11,361
6,376
2,697
47
9,120
*TheSecuritiesValuationOfficeoftheNAICclassifiesdebtsecuritiesintosixqualitycategoriesrangingfromClass1(thehighest)toClass6(thelowest).Performingsecuritiesare
designatedasClasses1to5andsecuritiesinorneardefaultaredesignatedClass6.
†Mortgage-backedsecuritiestotalling$3,180millionat31December2019havecreditratingsissuedbyStandard&Poor’sofBBB-oraboveandhencearedesignatedasinvestmentgrade.
Othersecuritiestotalling$7,900millionat31December2019withNAICratings1or2arealsodesignatedasinvestmentgrade.
(b) Additional analysis of US insurance operations debt securities
Corporateandgovernmentsecurityandcommercialloans:
Government
PubliclytradedandSECRule144Asecurities*
Non-SECRule144Asecurities
Asset-backedsecurities(see note (c))
TotalUSdebtsecurities†
31 Dec
2019 $m
31 Dec
2018 $m
7,890
34,781
9,842
6,015
58,528
6,960
33,363
8,061
4,590
52,974
*A1990SECrulethatfacilitatestheresaleofprivatelyplacedsecuritiesunderRule144AthatarewithoutSECregistrationtoqualifiedinstitutionalinvestors.Therulewasdesigned
todevelopamoreliquidandefficientinstitutionalresalemarketforunregisteredsecurities.
†DebtsecuritiesforUSoperationsincludedinthestatementoffinancialpositioncomprise:
Available-for-sale
Fairvaluethroughprofitandloss
31 Dec
2019 $m
31 Dec
2018 $m
57,091
1,437
58,528
52,025
949
52,974
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C3.2 Debt securities continued
Movements in unrealised gains and losses on Jackson available-for-sale securities
Themovementinthestatementoffinancialpositionvaluefordebtsecuritiesclassifiedasavailable-for-salefromanetunrealisedloss
of$527milliontoanetunrealisedgainof$3,496millionasanalysedinthetablebelow.
Assetsfairvaluedatbelowbookvalue
Bookvalue*
Unrealisedgain(loss)
Fairvalue(asincludedinstatementoffinancialposition)
Assetsfairvaluedatorabovebookvalue
Bookvalue*
Unrealisedgain(loss)
Fairvalue(asincludedinstatementoffinancialposition)
Total
Bookvalue*
Netunrealisedgain(loss)
Fairvalue(asincludedinthefootnoteaboveintheoverviewtable
andthestatementoffinancialposition)
*Bookvaluerepresentscostoramortisedcostofthedebtsecurities.
31 Dec 2019
$m
Changes in unrealised
appreciation reflected in
other comprehensive income
$m
31 Dec 2018
$m
3,121
(27)
3,094
50,474
3,523
53,997
53,595
3,496
57,091
1,151
2,872
4,023
32,260
(1,178)
31,082
20,292
651
20,943
52,552
(527)
52,025
Jackson debt securities classified as available-for-sale in an unrealised loss position
(i) Fair value of securities as a percentage of book value
Thefollowingtableshowsthefairvalueofthedebtsecuritiesinagrossunrealisedlosspositionforvariouspercentagesofbookvalue:
Between90%and100%
Between80%and90%
Below80%
Total
(ii) Unrealised losses by maturity of security
1yearto5years
5yearsto10years
Morethan10years
Mortgage-backedandotherdebtsecurities
Total
31 Dec 2019 $m
31 Dec 2018 $m
Fair
value
3,083
11
–
3,094
Unrealised
loss
Fair
value
Unrealised
loss
(25)
(2)
–
(27)
30,136
900
46
31,082
(1,030)
(132)
(16)
(1,178)
31 Dec
2019 $m
31 Dec
2018 $m
(1)
(12)
(7)
(7)
(27)
(92)
(555)
(474)
(57)
(1,178)
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C FINANCIAL POSITION NOTES CONTINUED(iii) Age analysis of unrealised losses for the periods indicated
Thefollowingtableshowstheageanalysisofalltheunrealisedlossesintheportfoliobyreferencetothelengthoftimethesecurities
havebeeninanunrealisedlossposition:
31 Dec 2019 $m
31 Dec 2018 $m
Age analysis
Lessthan6months
6monthsto1year
1yearto2years
2yearsto3years
Morethan3years
Total
Non-
investment
grade
Investment
grade*
(1)
(1)
–
–
–
(2)
(20)
(1)
(1)
(1)
(2)
(25)
Total
(21)
(2)
(1)
(1)
(2)
(27)
Non-
investment
grade
Investment
grade*
(26)
(28)
(13)
–
(2)
(69)
(179)
(560)
(181)
(157)
(32)
Total
(205)
(588)
(194)
(157)
(34)
(1,109)
(1,178)
*ForStandardandPoor’s,Moody’sandFitchrateddebtsecurities,thosewithratingsrangefromAAAtoBBB-aredesignatedasinvestmentgrade.ForNAICrateddebtsecurities,
thosewithratings1or2aredesignatedasinvestmentgrade.
Further,thefollowingtableshowstheageanalysisofthesecuritieswhosefairvalueswerebelow80percentofthebookvalue:
Age analysis
Lessthan3months
3monthsto6months
Morethan6months
Totalbelow80%
31 Dec 2019 $m
31 Dec 2018 $m
Fair
value
Unrealised
loss
Fair
value
Unrealised
loss
–
–
–
–
–
–
–
–
41
2
3
46
(13)
(1)
(2)
(16)
(c) Asset-backed securities
TheGroup’sholdingsinasset-backedsecurities(ABS),whichcompriseresidentialmortgage-backedsecurities(RMBS),commercial
mortgage-backedsecurities(CMBS),collateraliseddebtobligations(CDO)fundsandotherasset-backedsecurities,asat31December
2019areasfollows:
Asiaoperations: note (i)
Shareholder-backedbusiness
With-profitsbusiness
USoperations note (ii)
Otheroperations
Totalforcontinuingoperations
TotalfordiscontinuedUKandEuropeoperations
Grouptotal
31 Dec
2019 $m
31 Dec
2018 $m
189
369
6,015
–
6,573
–
6,573
154
299
4,590
566
5,609
8,503
14,112
Notes
(i)
OftheAsiaoperations’exposuretoasset-backedsecuritiesfortheshareholder-backedbusinessandwith-profitsbusinessat31December2019,100percent(31December2018:
99.8percent)areinvestmentgrade.
(ii) USoperations’exposuretoasset-backedsecuritiescomprises:
RMBS
Sub-prime(31Dec2019:2%AAA,3%AA,3%A)
Alt-A(31Dec2019:51%A)
Primeincludingagency(2019:23%AAA,61%AA,10%A)
CMBS(31Dec2019:76%AAA,16%AA,4%A)
CDOfunds(31Dec2019:46%AAA,38%AA,16%A),including$nilexposuretosub-prime
OtherABS(31Dec2019:16%AAA,11%AA,54%A),including$84millionexposuretosub-prime
Total(31Dec2019:50%AAA,24%AA,17%A)
31 Dec
2019 $m
31 Dec
2018 $m
93
116
862
3,080
696
1,168
6,015
122
134
562
2,477
17
1,278
4,590
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C3.2 Debt securities continued
(d) Group sovereign debt and bank debt exposure
TheGroupexposuresheldbytheshareholder-backedbusinessandwith-profitsfundsinsovereigndebtsandbankdebtsecuritiesare
analysedbelow.Thetablesexcludeassetsheldtocoverlinkedliabilitiesandthoseoftheconsolidatedunittrustsandsimilarfunds.In
addition,thetablesbelowexcludetheproportionateshareofsovereigndebtholdingsoftheGroup’sjointventureoperations.
Exposure to sovereign debts
Eurozone
UnitedKingdom
UnitedStates
Indonesia
Singapore
Thailand
Vietnam
OtherAsia
Other
Total
Analysedas:
Totalfromcontinuingoperations
TotalfromdiscontinuedUKandEuropeoperations
31 Dec 2019 $m
31 Dec 2018 $m
Shareholder-
backed
business*
With-profits
funds
Shareholder-
backed
business
With-profits
funds
–
615
9,526
420
230
1,416
2,900
2,722
143
17,972
–
–
20,338
–
3,514
–
–
562
32
24,446
481
4,109
7,192
359
209
1,173
2,383
2,266
159
18,331
14,848
3,483
18,331
560
3,837
15,102
–
2,112
–
–
1,103
282
22,996
16,740
6,256
22,996
*Includes$1.4billionofsovereigndebtheldbytheGroup’streasuryfunction,Africaoperationsandassetmanagementoperations.
Exposure to bank debt securities
Shareholder-backed business
Eurozone
UnitedKingdom
UnitedStates
Asia
Other
Total
Analysedas:
Totalfromcontinuingoperations
TotalfromdiscontinuedUKandEurope
operations
With-profits funds
Eurozone
UnitedKingdom
UnitedStates
Asia
Other
Total
Analysedas:
Totalfromcontinuingoperations
TotalfromdiscontinuedUKandEurope
operations
Senior debt
Subordinated debt
31 Dec 2019 $m
31 Dec 2018 $m
Total
310
568
3,084
439
516
4,917
29
41
30
307
73
480
Tier 1
Tier 2
–
17
7
165
–
189
–
3
1
479
–
483
27
138
43
389
131
728
102
111
3
344
211
771
Total
27
155
50
554
131
917
102
114
4
823
211
1,254
Total
337
723
3,134
993
647
5,834
131
155
34
1,130
284
1,734
Total
608
1,714
3,397
754
821
7,294
5,910
1,384
7,294
1,243
2,794
3,477
1,293
2,305
11,112
1,639
9,473
11,112
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C FINANCIAL POSITION NOTES CONTINUED
(e) Impairment of US available-for-sale debt securities and other financial assets
InaccordancewiththeGroup’saccountingpolicysetoutinnoteA3.1,impairmentreviewswereperformedforavailable-for-sale
securitiesandloansandreceivables.
Duringtheyearended31December2019,achargeforrecoveriesnetofimpairmentof$17million(2018:creditof$19million)
wasrecognisedforavailable-for-salesecuritiesloansandreceivablesheldbyJackson.
Jackson,withthesupportofinternalcreditanalysts,regularlymonitorsandreportsonthecreditqualityofitsholdingsofdebtsecurities.
Inaddition,thereisaperiodicreviewofitsinvestmentsonacase-by-casebasistodeterminewhetheranydeclineinfairvaluerepresents
animpairment.Investmentsinstructuredsecuritiesaresubjecttoareviewoftheirfutureestimatedcashflows,includingexpectedand
stresscasescenarios,toidentifypotentialshortfallsincontractualpayments(bothinterestandprincipal).Impairmentchargesare
recordedonstructuredsecuritieswhentheCompanyforecastsacontractualpaymentshortfall.Situationswheresuchashortfallwould
notleadtoarecognitionofalossarerare.Theimpairmentlossreflectsthedifferencebetweenthefairvalueandbookvalue.
In2019,theGrouprealisedgrosslossesonsalesofavailable-for-salesecuritiesof$70million(2018:$55million)with51percent
(2018:49percent)oftheselossesrelatedtothedisposaloffixedmaturitysecuritiesofthetop10individualissuers,whichweredisposed
oftolimitfuturecreditlossexposure.Ofthe$70million(2018:$55million),$28million(2018:$6million)relatestolossesonsalesof
impairedanddeterioratingsecurities.
Theeffectofchangesinthekeyassumptionsthatunderpintheassessmentofwhetherimpairmenthastakenplacedependson
thefactorsdescribedinnoteA3.1.Akeyindicatorofwhethersuchimpairmentmayariseinfuture,andthepotentialamountsatrisk,
istheprofileofgrossunrealisedlossesforfixedmaturitysecuritiesaccountedforonanavailable-for-salebasisbyreferencetothetime
periodsbywhichthesecuritieshavebeenheldcontinuouslyinanunrealisedlosspositionandbyreferencetothematuritydateofthe
securitiesconcerned.
For2019,theamountofgrossunrealisedlossesforfixedmaturitysecuritiesclassifiedasavailable-for-saleunderIFRSinanunrealised
losspositionwas$27million(2018:$1,178million).NoteB1.2providesfurtherdetailsontheimpairmentchargesandunrealisedlossesof
Jackson’savailable-for-salesecurities.
C3.3 Loans portfolio
(a) Overview of loans portfolio
Loansareprincipallyaccountedforatamortisedcost,netofimpairmentexceptforcertainpolicyloansoftheUSinsuranceoperations
thatareheldtobackliabilitiesforfundswithheldunderreinsurancearrangementsandarealsoaccountedonafairvaluebasis.
Theamountsincludedinthestatementoffinancialpositionareanalysedasfollows:
Asia
With-profits
Non-linkedshareholder-backed
US
Non-linkedshareholder-backed
Otheroperations
Totalcontinuingoperations
TotaldiscontinuedUKandEurope
operations
TotalGroup
31 Dec 2019 $m
31 Dec 2018 $m
Mortgage
loans
note(i)
Policy
loans
note(ii)
Other
loans
Total
Mortgage
loans
note(i)
Policy
loans
note(ii)
Other
loans
Total
–
165
9,904
–
10,069
1,089
316
4,707
9
6,121
374
19
–
–
393
1,463
500
14,611
9
16,583
–
199
9,406
–
9,605
5,241
14,846
926
288
4,688
–
5,902
4
5,906
83
259
–
–
342
1,844
2,186
1,009
746
14,094
–
15,849
7,089
22,938
Notes
(i)
(ii)
Allmortgageloansaresecuredbyproperties.
IntheUS,$3,587millionofpolicyloansheldat31December2019(31December2018:$3,544million)arebackingliabilitiesforfundswithheldunderreinsurancearrangements
andareaccountedforatfairvaluethroughprofitorloss.Allotherpolicyloansareaccountedforatamortisedcost,lessanyimpairment.
(b) Additional information on US mortgage loans
IntheUS,mortgageloansareallcommercialmortgageloansthataresecuredbythefollowingpropertytypes:industrial,multi-family
residential,suburbanoffice,retailorhotel.Theaverageloansizeis$19.3million(31December2018:$17.8million).Theportfoliohas
acurrentestimatedaverageloantovalueof54percent(31December2018:53percent).
Jacksonhadnomortgageloanswherethecontractualtermsoftheagreementshadbeenrestructuredforbothyearsshown.
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C3.4 Financial instruments – additional information
(a) Financial risk
Liquidity analysis
Contractual maturities of financial liabilities on an undiscounted cash flow basis
Thefollowingtablesetsoutthecontractualmaturitiesforapplicableclassesoffinancialliabilities,excludingderivativeliabilities
andinvestmentcontractsthatareseparatelypresented.Thefinancialliabilitiesareincludedinthecolumnrelatingtothecontractual
maturitiesoftheundiscountedcashflows(includingcontractualinterestpayments)duetobepaidassumingconditionsareconsistent
withthoseofyearend.
Financial liabilities
Corestructuralborrowings
ofshareholder-financed
businesses C6.1
Leaseliabilitiesunder
IFRS16
Otheroperational
borrowings
Obligationsunderfunding,
securitieslendingand
saleandrepurchase
agreements
Accruals,deferredincome
andotherliabilities
Netassetvalueattributable
tounitholdersof
consolidatedunittrusts
andsimilarfunds
Total
carrying
value
1 year
or less
After 1
year to
5 years
After 5
years to
10 years
After 10
years to
15 years
After 15
years to
20 years
Over
20 years
No stated
maturity
Total
undis-
counted
cash flows
31 Dec 2019 $m
5,594
630
2,015
105
145
941
1,146
388
188
888
113
232
648
37
1,132
8,901
2,067
5,476
1,902
278
14,488
9,172
636
5,998
5,998
–
1
–
–
–
–
18
2
–
248
–
268
–
1
–
–
–
–
1
3,725
6,512
–
–
–
702
2,495
9,723
4,431
14,488
–
5,998
8,156
39,918
Total
37,626
18,428
7,834
3,136
2,095
Financial liabilities
Corestructuralborrowings
ofshareholder-financed
businesses C6.1
Operationalborrowings
Obligationsunderfunding,
securitieslendingand
saleandrepurchase
agreements
Accruals,deferredincome
andotherliabilities
Netassetvalueattributable
tounitholdersof
consolidatedunittrusts
andsimilarfunds
Total
Analysedas:
Continuingoperations
DiscontinuedUKand
Europeoperations
Total
Total
carrying
value
1 year
or less
After 1
year to
5 years
After 5
years to
10 years
After 10
years to
15 years
After 15
years to
20 years
Over
20 years
No stated
maturity
Total
undis-
counted
cash flows
31 Dec 2018 $m
9,761
6,289
380
1,961
2,240
1,703
1,944
1,002
2,347
349
1,363
181
8,371
2,657
3,725
–
20,370
7,853
8,901
2,450
4,908
2,131
19,421
13,811
599
90
289
115
–
138
–
–
9,778
448
4,503
19,704
14,839
59,211
14,839
33,441
–
–
–
–
–
–
9,450
5,167
3,100
1,682
11,476
8,228
14,839
72,544
32,839
12,284
7,479
4,167
2,636
1,363
8,412
7,983
44,324
26,372
59,211
21,157
33,441
1,971
9,450
1,000
5,167
464
3,100
319
3,064
1,682
11,476
245
8,228
28,220
72,544
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C FINANCIAL POSITION NOTES CONTINUEDMaturity analysis of derivatives
Thefollowingtableshowsthegrossandnetderivativepositionstogetherwithamaturityprofileofthenetderivativeposition:
Carrying value of net derivatives $m
Maturity profile of net derivative position $m
Derivative
assets
Derivative
liabilities
1,745
4,450
(392)
(4,465)
Net
derivative
position
1,353
(15)
1 year
or less
1,353
372
After 1
year to
3 years
–
(10)
After 3
years to
5 years
After 5
years
Total
undiscounted
cash flows
–
(5)
–
38
1,353
395
2019
2018
Themajorityofderivativeassetsandliabilitieshavebeenincludedatfairvaluewithintheoneyearorlesscolumn,representingthebasis
onwhichtheyaremanaged(ietomanageprincipallyassetorliabilityvalueexposures).TheGrouphasnocashflowhedgesand,in
general,contractualmaturitiesarenotconsideredessentialforanunderstandingofthetimingofthecashflowsfortheseinstruments.
Theonlyexceptionisthatin2018certainidentifiedinterestrateswapswereexpectedtobehelduntilmaturityforthepurposesof
matchingcashflowsonseparatelyheldassetsandliabilities.TheseswapswereclosedaspartofthepreparationforthedemergerofUK
andEuropeoperations.
Maturity analysis of investment contracts
Thetablebelowshowsthematurityprofileforinvestmentcontractsbasedonundiscountedcashflowprojectionsofexpectedbenefit
payments.Totalcarryingvalueofinvestmentcontractsat31December2019was$5,535millionasshowninthestatementoffinancial
position(31December2018:$110,339million,ofwhich$5,142millionwasfromcontinuingoperations).
31 Dec 2019
31Dec2018
Maturity profile for investment contracts from continuing operations $m
1 year
or less
1,557
1,409
After 1
year to
5 years
5,197
4,779
After 5
years to
10 years
3,866
3,352
After 10
years to
15 years
3,049
2,487
After 15
years to
20 years
3,196
2,830
Over
20 years
5,890
4,257
Total
undiscounted
cash flows
22,755
19,114
Mostinvestmentcontractshaveoptionstosurrenderearly,oftensubjecttosurrenderorotherpenalties.Therefore,mostcontractscan
besaidtohaveacontractualmaturityoflessthanoneyear,buttheadditionalchargesandtermofthecontractsmeantheseareunlikely
tobeexercisedinpracticeandthemoreusefulinformationistopresentinformationonexpectedpayment.
ThevastmajorityoftheGroup’sfinancialassetsareheldtobacktheGroup’spolicyholderliabilities.Althoughasset/liabilitymatching
isanimportantcomponentofmanagingpolicyholderliabilities(boththoseclassifiedasinsuranceandthoseclassifiedasinvestments),
thisprofileismainlyrelevantformanagingmarketriskratherthanliquidityrisk.Withineachbusinessunit,thisasset/liabilitymatchingis
performedonaportfolio-by-portfoliobasis.
Intermsofliquidityrisk,alargeproportionofthepolicyholderliabilitiescontaindiscretionarysurrendervaluesorsurrendercharges,
meaningthatmanyoftheGroup’sliabilitiesareexpectedtobeheldforthelongterm.MuchoftheGroup’sinvestmentportfoliosarein
marketablesecurities,whichcanthereforebeconvertedquicklytoliquidassets.
Forthereasonsprovidedabove,ananalysisoftheGroup’sassetsbycontractualmaturityisnotconsideredmeaningfultoevaluatethe
natureandextentoftheGroup’sliquidityrisk.
Credit risk
TheGroup’smaximumexposuretocreditriskoffinancialinstrumentsbeforeanyallowanceforcollateralorallocationoflossesto
policyholdersisrepresentedbythecarryingvalueoffinancialinstrumentsonthebalancesheetthathaveexposurestocreditrisk
comprisingcashandcashequivalents,deposits,debtsecurities,loansandderivativeassets,accruedinvestmentincomeandother
debtors,thecarryingvalueofwhicharedisclosedatthestartofthisnoteandnoteC3.4(b)belowforderivativeassets.Thecollateralin
placeinrelationtoderivativesisdescribedinnoteC3.4(c)below.NoteC3.3describesthesecurityfortheloansheldbytheGroup.The
Group’sexposuretocreditriskisfurtherdiscussedinnoteC7below.
Ofthetotalloansandreceivablesheld,$7million(31December2018:$18millionfromcontinuingoperations)arepasttheirduedate
butarenotimpaired.Ofthetotalpastduebutnotimpaired,$1millionarelessthanoneyearpasttheirduedate(31December2018:
$11millionfromcontinuingoperations).TheGroupexpectsfullrecoveryoftheseloansandreceivables.
Financialassetsthatwouldhavebeenpastdueorimpairedhadthetermsnotbeenrenegotiatedamountedtonil(31December2018:
$29millionfromcontinuingoperations).
Inaddition,during2019and2018,theGroupdidnottakepossessionofanyothercollateralheldassecurity.
Furtherdetailsofcollateralinplaceinrelationtoderivatives,securitieslending,repurchaseagreementsandothertransactionsare
providedinnoteC3.4(c)below.
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C3.4 Financial instruments – additional information continued
Foreign exchange risk
Asat31December2019,theGroupheld8percentofitsfinancialassetsand25percentofitsfinancialliabilitiesincurrencies,mainlyUS
Dollar,otherthanthefunctionalcurrencyoftherelevantbusinessunitsorthecurrencytowhichthefunctionalcurrencyispegged
(egfinancialassetsandliabilitiesofUSdollardenominatedbusinessinHongKong).
Theexchangerisksinherentintheseexposuresaremitigatedthroughtheuseofderivatives,mainlyforwardcurrencycontracts
(noteC3.4(b)below).
Theamountofexchangelossrecognisedintheincomestatementin2019,exceptforthosearisingonfinancialinstrumentsmeasured
atfairvaluethroughprofitorloss,is$72million(2018:$88milliongainfromcontinuingoperations).
(b) Derivatives and hedging
Accounting principles for derivatives and embedded derivatives
Derivativefinancialinstrumentsareusedtoreduceormanageinvestment,interestrateandcurrencyexposures,tofacilitateefficient
portfoliomanagementandforinvestmentpurposes.
TheGroupdoesnotregularlyseektoapplyfairvalueorcashflowhedgingtreatmentunderIAS39.TheGrouphasnofairvalueand
cashflowshedgesunderIAS39at31December2019and2018.Allderivativesthatarenotdesignatedashedginginstrumentsare
carriedatfairvalue,withmovementsinfairvaluebeingrecordedintheincomestatement.
Embeddedderivativesareembeddedwithinothernon-derivativehostfinancialinstrumentsandinsurancecontractstocreatehybrid
instruments.EmbeddedderivativesmeetingthedefinitionofaninsurancecontractareaccountedforunderIFRS4.Whereeconomic
characteristicsandrisksoftheembeddedderivativesarenotcloselyrelatedtotheeconomiccharacteristicsandrisksofthehost
instrument,andwherethehybridinstrumentisnotmeasuredatfairvaluewiththechangesinfairvaluerecognisedintheincome
statement,theembeddedderivativeisbifurcatedandcarriedatfairvalueasaderivativemeasuredinaccordancewithIAS39.
Inaddition,theGroupappliestheoptionunderIFRS4tonotseparateandfairvaluesurrenderoptionsembeddedinhostcontracts
andwith-profitsinvestmentcontractswhosestrikepriceiseitherafixedamountorafixedamountplusinterest.
Derivatives held and their purpose
TheGroupentersintoavarietyofexchangetradedandover-the-counterderivativefinancialinstruments,includingfutures,options,
forwardcurrencycontractsandswapssuchasinterestrateswaps,cross-currencyswaps,swaptionsandcreditdefaultswaps.
Allover-the-counterderivativetransactions,withtheexceptionoftransactionsinsomeAsiaoperations,areconductedunder
standardisedISDA(InternationalSwapsandDerivativesAssociationInc)masteragreementsandtheGrouphascollateralagreements
betweentheindividualGroupentitiesandrelevantcounterpartiesinplaceundereachofthesemarketmasteragreements.
ThemajorityoftheGroup’sderivativesareheldbyJackson.Derivativesareusedforefficientportfoliomanagementtoobtaincost
effectiveandmanagementofexposuretovariousmarketsinaccordancewiththeGroup’sinvestmentstrategiesandtomanageexposure
tointerestrate,currency,creditandotherbusinessrisks.TheGroupalsousesinterestratederivativestoreduceexposuretointerestrate
volatility.Inparticular:
— USoperationsholdlargeamountsofinterest-ratesensitiveinvestmentsthatcontaincreditrisksonwhichacertainlevelofdefaultsis
expected.Thesebusinesseshavepurchasedsomeswaptionstomanagethedefaultriskoncertainunderlyingassetsandhence
reducetheamountofregulatorycapitalheldtosupporttheassets;and
— Someproducts,especiallyintheUS,haveguaranteefeatureslinkedtoequityindices.Amismatchbetweenguaranteedproduct
liabilitiesandtheperformanceoftheunderlyingassetsexposestheGrouptoequityindexrisk.Inordertomitigatethisrisk,the
relevantbusinessunitspurchaseswaptions,equityoptionsandfuturestobettermatchassetperformancewithliabilitiesunder
equity-indexedproducts.
Additional information on Jackson derivative programme
Jacksonentersintofinancialderivativetransactions,includingthosenotedbelow,toreduceandmanagebusinessrisks.These
transactionsmanagetheriskofachangeinthevalue,yield,price,cashflowsorquantityof,oradegreeofexposure,withrespectto
assets,liabilitiesorfuturecashflows,whichJacksonhasacquiredorincurred.
Jacksonusesfree-standingderivativeinstrumentsforhedgingpurposes.Additionally,certainliabilities,primarilytrustinstruments
supportedbyfundingagreements,fixedindexannuities,certainvariableannuityguaranteedbenefitfeaturesandreinsuredGuaranteed
MinimumIncomeBenefitvariableannuityfeaturesaresimilartoderivatives.Jacksondoesnotaccountforsuchitemsaseitherfairvalueor
cashflowhedgesasmightbepermittedifthespecifichedgedocumentationrequirementsofIAS39werefollowed.Financialderivatives
arecarriedatfairvalue,includingderivativesembeddedincertainhostliabilitieswherethesearerequiredtobevaluedseparately.
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C FINANCIAL POSITION NOTES CONTINUEDTheprincipaltypesofderivativesusedbyJacksonandtheirpurposeareasfollows:
Derivative
Purpose
Interestrateswaps
Swaptioncontracts
Thesegenerallyinvolvetheexchangeoffixedandfloatingpaymentsovertheperiodforwhich
Jacksonholdstheinstrumentwithoutanexchangeoftheunderlyingprincipalamount.These
agreementsareusedtohedgeJackson’sexposuretomovementsininterestrates.
Thesecontractsprovidethepurchaserwiththeright,butnottheobligation,torequirethewriter
topaythepresentvalueofalong-durationinterestrateswapatfutureexercisedates.Jacksonboth
purchasesandwritesswaptionsinordertohedgeagainstsignificantmovementsininterestrates.
Treasuryfuturescontracts
ThesederivativesareusedtohedgeJackson’sexposuretomovementsininterestrates.
Equityindexfuturescontracts
andequityindexoptions
Thesederivatives(includingvariouscallandputoptionsandoptionscontingentoninterestrates
andcurrencyexchangerates)areusedtohedgeJackson’sobligationsassociatedwithitsissuance
ofcertainVAguarantees.Someoftheseannuitiesandguaranteescontainembeddedoptionsthat
arefairvaluedforfinancialreportingpurposes.
Cross-currencyswaps
Creditdefaultswaps
Cross-currencyswaps,whichembodyspotandforwardcurrencyswapsandadditionally,insome
cases,interestrateswapsandequityindexswaps,areenteredintoforthepurposeofhedging
Jackson’sforeigncurrencydenominatedfundingagreementssupportingtrustinstrumentobligations.
Theseswapsrepresentagreementsunderwhichthebuyerhaspurchaseddefaultprotectionon
certainunderlyingcorporatebondsheldinitsportfolio.ThesecontractsallowJacksontosellthe
protectedbondsatparvaluetothecounterpartyifadefaulteventoccursinexchangeforperiodic
paymentsmadebyJacksonforthelifeoftheagreement.
Hedging
TheGrouphasformallyassessedanddocumentedtheeffectivenessofthefollowingnetinvestmenthedgesunderIAS39.During2019,
upto31December2019,theGrouphaddesignatedperpetualsubordinatedcapitalsecuritiestotalling$3.7billion(31December2018:
$3.7billion)asanetinvestmenthedgetohedgethecurrencyrisksrelatedtothenetinvestmentinJackson.Accordingly,theforeign
exchangelossof$150million(2018:lossof$266million)ontranslationofPrudentialplc’sborrowingstopoundssterling(thefunctional
currencyofPrudentialplcuntil31December2019)isrecognisedinthetranslationreserveinshareholders’equityratherthantheincome
statement.Thisnetinvestmenthedgewas100percenteffective.
TheGrouphasnocashflowhedgesorfairvaluehedgesinplace.
(c) Derecognition, collateral and offsetting
Derecognition of financial assets and liabilities
The Group’s policy is to derecognise financial assets when it is deemed that substantially all the risks and rewards of ownership have
been transferred.
The Group derecognises financial liabilities only when the obligation specified in the contract is discharged, cancelled or has expired.
Reverse repurchase agreements
The Group is party to various reverse repurchase agreements under which securities are purchased from third parties with an obligation
to resell the securities. The securities are not recognised as investments in the statement of financial position but the right to receive the
cash paid is recognised as deposits.
At31December2019,theGrouphadenteredintoreverserepurchasetransactionsunderwhichitpurchasedsecuritiesandhadtakenon
theobligationtoresellthesecurities.Thefairvalueofthecollateralheldinrespectofthesetransactions,whichisrepresentedbythe
purchasedsecurities,was$1,011million(31December2018:$3,039millionfromcontinuingoperations).
Securities lending and repurchase agreements
TheGroupisalsopartytovarioussecuritieslendingagreements(includingrepurchaseagreements)underwhichsecuritiesareloanedto
thirdpartiesonashort-termbasis.Theloanedsecuritiesarenotderecognised;rather,theycontinuetoberecognisedwithinthe
appropriateinvestmentclassification.Totheextentcashcollateralisreceiveditisrecognisedonthestatementoffinancialposition.Other
collateralisnotrecognised.
At31December2019,theGrouphas$90million(31December2018:$107millionfromcontinuingoperations)oflentsecuritiesand
assetssubjecttorepurchaseagreements.Thecashandsecuritiescollateralheldorpledgedundersuchagreementswere$95million
(31December2018:$112millionfromcontinuingoperations).
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C3.4 Financial instruments – additional information continued
Collateral and pledges under derivative transactions
At31December2019,theGrouphadpledged$1,301million(31December2018:$2,896millionfromcontinuingoperations)
forliabilitiesandheldcollateralof$1,883million(31December2018:$810millionfromcontinuingoperations)inrespectofover-
the-counterderivativetransactions.Thesetransactionsareconductedundertermsthatareusualandcustomarytocollateralised
transactionsincluding,whererelevant,standardsecuritieslendingandrepurchaseagreements.
TheGrouphasenteredintocollateralarrangementsinrelationtoover-the-counterderivativetransactions,whichpermitsaleor
re-pledgingofunderlyingcollateral.During2019,theGrouphasnotsoldanycollateralheld(2018:nil).Asof31December2019,
thevalueofcollateralre-pledgedbytheGroupamountedto$nil(31December2018:$5millionfromcontinuingoperations).All
over-the-counterderivativetransactions,withtheexceptionoftransactionsinsomeAsiaoperations,areconductedunderstandardised
InternationalSwapsandDerivativesAssociation(ISDA)masteragreements.Thecollateralmanagementforthesetransactionsis
conductedundertheusualandcustomarytermsandconditionssetoutintheCreditSupportAnnextotheISDAmasteragreement.
Other collateral
At31December2019,theGrouphadpledgedcollateralof$3,299million(31December2018:$3,053millionfromcontinuing
operations)inrespectofothertransactions.ThisprincipallyarisesfromJackson’smembershipoftheFederalHomeLoanBankof
Indianapolisprimarilyforthepurposeofparticipatinginthebank’scollateralisedloanadvanceprogrammewithshort-termandlong-term
fundingfacilities.
Offsetting assets and liabilities
TheGroup’sderivativeinstruments,repurchaseagreementsandsecuritieslendingagreementsaresubjecttomasternetting
arrangementsandcollateralarrangements.Amasternettingarrangementwithacounterpartycreatesarightofoffsetforamountsdue
toandduefromthatsamecounterpartythatisenforceableintheeventofadefaultorbankruptcy.TheGrouprecognisesamounts
subjecttomasternettingarrangementsonagrossbasiswithintheconsolidatedbalancesheets.
ThefollowingtablespresentthegrossandnetinformationabouttheGroup’sfinancialinstrumentssubjecttomasternetting
arrangements:
Financialassets:
Derivativeassets
Reverserepurchaseagreements
Totalfinancialassets
Financialliabilities:
Derivativeliabilities
Securitieslendingandrepurchaseagreements
Totalfinancialliabilities
Gross amount
included
in the
consolidated
statement of
financial
position
note(i)
1,708
953
2,661
(216)
(48)
(264)
31 Dec 2019 $m
Related amounts not offset in the consolidated
statement of financial position
Financial
instruments
note(ii)
Cash
collateral
Securities
collateral
note(iii)
Net amount
note(iv)
(115)
–
(115)
115
–
115
(901)
–
(901)
86
48
134
(618)
(953)
(1,571)
–
–
–
74
–
74
(15)
–
(15)
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C FINANCIAL POSITION NOTES CONTINUEDFinancialassets:
Derivativeassets
Reverserepurchaseagreements
Totalfinancialassets
Financialliabilities:
Derivativeliabilities
Securitieslendingandrepurchaseagreements
Totalfinancialliabilities
Analysedas:
Financialassetsfromcontinuingoperations
FinancialassetsfromdiscontinuedUKand
Europeoperations
Totalfinancialassets
Financialliabilitiesfromcontinuingoperations
FinancialliabilitiesfromdiscontinuedUKand
Europeoperations
Totalfinancialliabilities
Gross amount
included
in the
consolidated
statement of
financial
position
note(i)
31 Dec 2018 $m
Related amounts not offset in the consolidated
statement of financial position
Financial
instruments
note(ii)
Cash
collateral
Securities
collateral
note(iii)
Net amount
note(iv)
4,112
14,771
18,883
(4,062)
(1,602)
(5,664)
(1,606)
–
(1,606)
1,606
–
1,606
(2,149)
–
(2,149)
(211)
(14,782)
(14,993)
905
43
948
1,346
1,535
2,881
3,709
(308)
(435)
(2,947)
15,174
18,883
(1,637)
(4,027)
(5,664)
(1,298)
(1,606)
308
1,298
1,606
(1,714)
(2,149)
(12,046)
(14,993)
86
862
948
1,095
1,786
2,881
146
(11)
135
(205)
(24)
(229)
19
116
135
(148)
(81)
(229)
Notes
(i)
(ii)
(iii)
(iv)
TheGrouphasnotoffsetanyoftheamountsincludedintheconsolidatedstatementoffinancialposition.
RepresentstheamountthatcouldbeoffsetundermasternettingorsimilararrangementswheretheGroupdoesnotsatisfythefullcriteriatooffsetontheconsolidatedstatement
offinancialposition.
Excludesinitialmarginamountsforexchange-tradedderivatives.
Inthetablesabove,theamountsofassetsorliabilitiesincludedintheconsolidatedstatementoffinancialpositionwouldbeoffsetfirstbyfinancialinstrumentsthathavetherightof
offsetundermasternettingorsimilararrangementswithanyremainingamountreducedbytheamountofcashandsecuritiescollateral.Theactualamountofcollateralmaybe
greaterthanamountspresentedinthetables.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC4 Policyholder liabilities and unallocated surplus
The note provides information of policyholder liabilities and unallocated surplus of with-profits funds held on the Group’s statement of
financial position:
C4.1 Group overview
(i) Analysis of movements in policyholder liabilities and unallocated surplus of with-profits funds notes (a), (b)
Balance at 1 January 2018
Comprising:
– Policyholder liabilities on the consolidated statement of financial position note (c)
(excludes $43 million classified as unallocated to a segment)
– Unallocated surplus of with-profits funds on the consolidated statement
of financial position
– Group’s share of policyholder liabilities of joint ventures and associate note (d)
Reclassification of reinsured UK annuity contracts as held for sale
Net flows:
Premiums
Surrenders
Maturities/deaths
Net flows
Addition for closed block of group payout annuities in the US
Shareholders’ transfers post-tax
Investment-related items and other movements
Foreign exchange translation differences
Balance at 31 December 2018/1 January 2019
Comprising:
– Policyholder liabilities on the consolidated statement of financial position note (c)
(excludes $50 million classified as unallocated to a segment)
– Unallocated surplus of with-profits funds on the consolidated statement
of financial position
– Group’s share of policyholder liabilities of joint ventures and associate note (d)
Demerger of UK and Europe operations
Net flows:
Premiums
Surrenders
Maturities/deaths
Net flows
Shareholders’ transfers post-tax
Investment-related items and other movements
Foreign exchange translation differences
Balance at 31 December 2019
Comprising:
Dis-
continued
UK and
Europe
operations
$m
Total
$m
Asia
$m
note C4.2
US
$m
note C4.3
99,890
244,483
244,946
589,319
85,089
244,483
226,715
556,287
4,700
10,101
–
17,607
(3,729)
(2,641)
11,237
–
(87)
(3,718)
(1,914)
–
–
–
18,613
(16,211)
(2,687)
(285)
5,532
–
(13,350)
–
18,231
–
(14,689)
18,707
(9,053)
(9,074)
580
–
(346)
(7,318)
(13,171)
22,931
10,101
(14,689)
54,927
(28,993)
(14,402)
11,532
5,532
(433)
(24,386)
(15,085)
105,408
236,380
210,002
551,790
91,836
236,380
193,020
521,236
20,180
16,982
–
–
10,374
–
– (210,002) (210,002)
3,198
10,374
–
20,094
(4,156)
(2,800)
13,138
(99)
12,824
1,299
20,976
(17,324)
(3,387)
247
–
32,922
–
132,570
269,549
–
–
–
–
–
–
–
–
–
–
–
41,070
(21,498)
(6,187)
13,385
(99)
45,746
1,299
402,119
385,492
4,750
11,877
– Policyholder liabilities on the consolidated statement of financial position
(excludes $186 million classified as unallocated to a segment)
115,943
269,549
– Unallocated surplus of with-profits funds on the consolidated statement
of financial position
– Group’s share of policyholder liabilities of joint ventures and associate note (d)
Average policyholder liability balances note (e)
4,750
11,877
–
–
2019
2018
115,015
252,965
n/a
367,980
98,698
239,049
213,492
551,239
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C FINANCIAL POSITION NOTES CONTINUED
Notes
(a)
(b)
(c)
(d)
(e)
The items above represent the amount attributable to changes in policyholder liabilities and unallocated surplus of with-profits funds as a result of each of the components listed.
The policyholder liabilities shown include investment contracts without discretionary participation features (as defined in IFRS 4) and their full movement in the year but exclude
liabilities that have not been allocated to a reporting segment. The items above are shown gross of external reinsurance.
The analysis includes the impact of premiums, claims and investment movements on policyholders’ liabilities. The impact does not represent premiums, claims and investment
movements as reported in the income statement. For example, premiums shown above exclude any deductions for fees/charges; claims (surrenders, maturities and deaths) shown
above represent the policyholder liabilities provision released rather than the claims amount paid to the policyholder.
The policyholder liabilities of the Asia insurance operations at 31 December 2018 of $91,836 million were after deducting the intra-group reinsurance liabilities ceded by the
discontinued UK and Europe operations of $1,412 million to the Hong Kong with-profits business, which were recaptured in October 2019 upon demerger. Including this amount,
total Asia policyholder liabilities at 31 December 2018 were $93,248 million.
The Group’s investment in joint ventures and associate are accounted for on an equity method basis in the Group’s statement of financial position. The Group’s share of the
policyholder liabilities as shown above relates to life businesses of the China JV, India and the Takaful business in Malaysia.
Average policyholder liabilities have been based on opening and closing balances, adjusted for acquisitions, disposals and other corporate transactions arising in the year, and
exclude unallocated surplus of with-profits funds.
(ii) Analysis of movements in policyholder liabilities for shareholder-backed business
Balance at 1 January 2018
Reclassification of reinsured UK annuity contracts as held for sale
Net flows:
Premiums
Surrenders
Maturities/deaths
Net flows note
Addition for closed block of group payout annuities in the US
Investment-related items and other movements
Foreign exchange translation differences
Balance at 31 December 2018/1 January 2019
Comprising:
– Policyholder liabilities on the consolidated statement of financial position
(excludes $50 million classified as unallocated to a segment)
– Group’s share of policyholder liabilities relating to joint ventures and associate
Demerger of UK and Europe operations
Net flows:
Premiums
Surrenders
Maturities/deaths
Net flows note
Investment-related items and other movements
Foreign exchange translation differences
Balance at 31 December 2019
Comprising:
– Policyholder liabilities on the consolidated statement of financial position
(excludes $186 million classified as unallocated to a segment)
– Group’s share of policyholder liabilities relating to joint ventures and associate
Note
Including net flows of the Group’s insurance joint ventures and associate.
Dis-
continued
UK and
Europe
operations
$m
Total
$m
Asia
$m
US
$m
50,598
–
244,483
–
76,254
(14,689)
371,335
(14,689)
9,015
(3,278)
(1,396)
4,341
–
(1,608)
(1,626)
18,613
(16,211)
(2,687)
(285)
5,532
(13,350)
–
1,984
(2,692)
(2,996)
(3,704)
–
(2,637)
(3,313)
29,612
(22,181)
(7,079)
352
5,532
(17,595)
(4,939)
51,705
236,380
51,911
339,996
41,331
10,374
–
236,380
–
–
51,911
–
(51,911)
329,622
10,374
(51,911)
10,372
(3,610)
(1,168)
20,976
(17,342)
(3,387)
5,594
4,186
777
247
32,922
–
62,262
269,549
50,385 269,549
–
11,877
–
–
–
–
–
–
–
–
–
31,348
(20,952)
(4,555)
5,841
37,108
777
331,811
319,934
11,877
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C4 Policyholder liabilities and unallocated surplus continued
C4.1 Group overview continued
(iii) Movement in insurance contract liabilities and unallocated surplus of with-profits funds
Further analysis of the movement in the year of the Group’s gross contract liabilities, reinsurer’s share of insurance contract liabilities
and unallocated surplus of with-profits funds (excluding those held by joint ventures and associate) is provided below:
Balance at 1 January 2018
Income and expense included in the income statement note (c)
– continuing operations
– discontinued operations
Other movements note (d)
Foreign exchange translation differences
Balance at 31 December 2018/1 January 2019
Demerger of UK and Europe operations note (e)
Income and expense included in the income statement
for continuing operations note (c)
Other movements note (d)
Foreign exchange translation differences
Balance at 31 December 2019
Gross
insurance
contract
liabilities
$m
Reinsurers’
share of
insurance
contract
liabilities
$m
note (a)
Unallocated
surplus of
with-profits
funds
$m
Investment
contracts
$m
note (b)
(443,952)
13,086
(112,378)
(22,931)
512
11,497
13,375
7,621
(410,947)
87,824
(55,579)
–
(1,441)
548
14,727
(13,375)
(793)
14,193
(2,169)
1,795
–
37
(104)
(5,249)
859
6,533
1,494
227
(51)
1,081
(110,339)
105,196
(20,180)
16,982
(311)
(63)
(18)
(1,415)
(112)
(25)
(4,750)
(380,143)
13,856
(5,535)
Notes
(a)
(b)
(c)
Includes reinsurers’ share of claims outstanding of $1,094 million (31 December 2018: $1,280 million).
This comprises investment contracts with discretionary participation features of $633 million at 31 December 2019 (31 December 2018: $85,858 million) and investment contracts
without discretionary participation features of $4,902 million at 31 December 2019 (31 December 2018: $24,481 million).
The total charge for benefits and claims from continuing operations in 2019 shown in the income statement comprises the amounts shown as ‘income and expense included in the
income statement’ in the table above of $(55,510) million (2018: $2,450 million) together with claims paid of $(29,585) million (2018: $(26,926) million), net of amounts attributable
to reinsurers of $1,190 million (2018: $1,050 million).
(d) Other movements for 2019 are for continuing operations only and include premiums received and claims paid on investment contracts without discretionary participating features,
which are taken directly to the statement of financial position in accordance with IAS 39 and changes in the unallocated surplus of with-profits funds resulting from the recapture of
the intra-group reinsurance agreement between the with-profits discontinued UK and Europe operations and Asia insurance operations prior to the demerger, which is eliminated
in the income statement for the continuing operations of the Group. For 2018, in addition to premiums received and claims paid on investment contracts without discretionary
participating features, other movements also included the reclassification of the reinsured UK annuity business as held for sale at 31 December 2018 and the changes in the
unallocated surplus of with-profits funds resulting from actuarial gains and losses on the Group’s defined benefit pension schemes allocated to the with-profits funds of the
discontinued UK and Europe operations, which were recognised directly in other comprehensive income.
The balances of the discontinued UK and Europe operations are removed from the opening balances to show the underlying movement from continuing operations. The
$2,169 million of reinsurer’s share of insurance contract liabilities in the table above excluded the intra-group reinsurance assets of $1,412 million for the with-profits business ceded
to the Asia insurance operations.
(e)
(iv) Reinsurers’ share of insurance contract liabilities
The measurement of reinsurance assets is consistent with the measurement of the underlying direct insurance contracts. The treatment
of any gains or losses arising on the purchase of reinsurance contracts is dependent on the underlying accounting basis of the entity
concerned.
Insurance contract liabilities
Claims outstanding
Total
Analysed as:
From continuing operations
From discontinued UK and Europe operations
31 Dec 2019 $m
31 Dec 2018 $m
Asia
note (a)
5,311
147
5,458
US
note (b)
7,447
947
8,394
Unallocated
to a segment
Total
Total
4
–
4
12,762
1,094
13,856
12,913
1,280
14,193
12,024
2,169
14,193
Notes
(a)
(b)
The reinsurers’ share of insurance contract liabilities for Asia primarily relates to protection business written in Hong Kong.
The reinsurer’s share of insurance contract liabilities for Jackson as shown in the table above primarily relates to certain fully collateralised former REALIC business retained
by Swiss Re through 100 per cent reinsurance agreements. Apart from the reinsurance of REALIC business, the principal reinsurance ceded by Jackson outside the Group
is on term-life insurance, direct and assumed accident and health business and GMIB variable annuity guarantees.
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C FINANCIAL POSITION NOTES CONTINUEDThe Group cedes certain business to other insurance companies. Although the ceding of insurance does not relieve the Group from
its liability to its policyholders, the Group participates in such agreements for the purpose of managing its loss exposure. The Group
evaluates the financial condition of its reinsurers and monitors concentration of credit risk from similar geographic regions, activities
or economic characteristics of the reinsurers to minimise its exposure from reinsurer insolvencies. Of the reinsurers’ share of insurance
contract liabilities balance of $13,856 million at 31 December 2019 (31 December 2018: $12,024 million from continuing operations),
97 per cent (31 December 2018: 95 per cent from continuing operations) of the balance was from reinsurers with rating A- and above
by Standard & Poor’s or other external rating agencies.
Net commissions received on ceded business and claims incurred ceded to external reinsurers for Asia totalled $355 million and
$552 million respectively during 2019 (2018: $294 million and $362 million, respectively). Net commissions received on ceded business
and claims incurred ceded to external reinsurers for Jackson totalled $20 million and $630 million respectively during 2019 (2018:
$9 million and $653 million, respectively). There were no deferred gains or losses on reinsurance contracts for Asia and Jackson in either
2019 or 2018.
C4.2 Asia insurance operations
(i) Analysis of movements in policyholder liabilities and unallocated surplus of with-profits funds
Balance at 1 January 2018
Comprising:
Shareholder-backed
business
With-
profits
business
$m
Unit-linked
liabilities
$m
Other
business
$m
Total
$m
49,292
27,093
23,505
99,890
– Policyholder liabilities on the consolidated statement of financial position
– Unallocated surplus of with-profits funds on the consolidated statement of financial
44,592
22,001
18,496
85,089
position
– Group’s share of policyholder liabilities relating to joint ventures and associate note (a)
Premiums
New business
In-force
Surrenders note (b)
Maturities/deaths
Net flows
Shareholders’ transfers post-tax
Investment-related items and other movements note (c)
Foreign exchange translation differences note (d)
Balance at 31 December 2018/1 January 2019
Comprising:
– Policyholder liabilities on the consolidated statement of financial position
– Unallocated surplus of with-profits funds on the consolidated statement of financial
position
– Group’s share of policyholder liabilities relating to joint ventures and associate note (a)
Premiums
New business
In-force
Surrenders note (b)
Maturities/deaths
Net flows
Shareholders’ transfers post-tax
Investment-related items and other movements note (c)
Foreign exchange translation differences note (d)
Balance at 31 December 2019
Comprising:
4,700
–
1,542
7,050
8,592
(451)
(1,245)
6,896
(87)
(2,110)
(288)
–
5,092
1,904
2,359
4,263
(2,542)
(187)
1,534
–
(1,903)
(1,020)
–
5,009
1,449
3,303
4,752
(736)
(1,209)
2,807
–
295
(606)
4,700
10,101
4,895
12,712
17,607
(3,729)
(2,641)
11,237
(87)
(3,718)
(1,914)
53,703
25,704
26,001
105,408
50,505
20,846
20,485
91,836
3,198
–
1,611
8,111
9,722
(546)
(1,632)
7,544
(99)
8,638
522
–
4,858
1,837
2,361
4,198
(2,929)
(149)
1,120
–
1,663
363
–
5,516
2,419
3,755
6,174
(681)
(1,019)
4,474
–
2,523
414
3,198
10,374
5,867
14,227
20,094
(4,156)
(2,800)
13,138
(99)
12,824
1,299
70,308
28,850
33,412
132,570
– Policyholder liabilities on the consolidated statement of financial position
– Unallocated surplus of with-profits funds on the consolidated statement of financial
65,558
23,571
26,814
115,943
position
– Group’s share of policyholder liabilities relating to joint ventures and associate note (a)
Average policyholder liability balances note (e)
2019
2018
4,750
–
–
5,279
–
6,598
4,750
11,877
58,032
27,277
29,706
115,015
47,548
26,398
24,752
98,698
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC4 Policyholder liabilities and unallocated surplus continued
C4.2 Asia insurance operations continued
Notes
(a)
The Group’s investment in joint ventures and associate are accounted for on an equity method and the Group’s share of the policyholder liabilities as shown above relate to the
life business of the China JV, India and the Takaful business in Malaysia.
The rate of surrenders for shareholder-backed business (expressed as a percentage of opening policyholder liabilities) was 7.0 per cent in 2019 (2018: 6.6 per cent).
Investment-related items and other movements in 2019 primarily represent equity market gains from the with-profits business and effects from lower interest rates.
(b)
(c)
(d) Movements in the year have been translated at the average exchange rates for the year ended 31 December 2019. The closing balance has been translated at the closing spot rates
(e)
as at 31 December 2019. Differences upon retranslation are included in foreign exchange translation differences.
Average policyholder liabilities have been based on opening and closing balances, adjusted for any acquisitions, disposals and other corporate transactions arising in the year,
and exclude unallocated surplus of with-profits funds.
(ii) Duration of policyholder liabilities
The table below shows the carrying value of policyholder liabilities and the maturity profile of the cash flows on a discounted basis, taking
account of expected future premiums and investment returns:
Policyholder liabilities
Expected maturity:
0 to 5 years
5 to 10 years
10 to 15 years
15 to 20 years
20 to 25 years
Over 25 years
31 Dec 2019
$m
31 Dec 2018
$m
115,943
91,836
31 Dec 2019
%
31 Dec 2018
%
18
18
15
13
11
25
20
19
15
12
10
24
(iii) Summary policyholder liabilities (net of reinsurance) and unallocated surplus
At 31 December 2019, the policyholder liabilities and unallocated surplus for Asia operations (excluding joint ventures and associate), net
of external reinsurance of $5,458 million (31 December 2018: $3,537 million), comprised the following:
Hong Kong
Indonesia
Malaysia
Singapore
Taiwan
Other operations
Total Asia operations
31 Dec 2019
$m
31 Dec 2018
$m
58,800
4,933
7,725
27,427
6,801
9,549
115,235
43,997
4,687
6,937
23,121
5,353
7,402
91,497
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C FINANCIAL POSITION NOTES CONTINUED
C4.3 US insurance operations
(i) Analysis of movements in policyholder liabilities
Balance at 1 January 2018
Premiums
Surrenders
Maturities/deaths
Net flows
Addition for closed block of group payout annuities in the US
Transfers from general to separate account
Investment-related items and other movements
Balance at 31 December 2018/1 January 2019
Premiums
Surrenders
Maturities/deaths
Net flows note (a)
Transfers from general to separate account
Investment-related items and other movements note (b)
Balance at 31 December 2019
Average policyholder liability balances note (c)
2019
2018
Variable
annuity
separate
account
liabilities
$m
176,578
14,646
(11,746)
(1,449)
1,451
–
708
(15,436)
163,301
12,776
(12,767)
(1,564)
(1,555)
951
32,373
Fixed
annuity,
GICs and
other
business
$m
67,905
3,967
(4,465)
(1,238)
(1,736)
5,532
(708)
2,086
73,079
8,200
(4,575)
(1,823)
1,802
(951)
549
Total
$m
244,483
18,613
(16,211)
(2,687)
(285)
5,532
–
(13,350)
236,380
20,976
(17,342)
(3,387)
247
–
32,922
195,070
74,479
269,549
179,186
169,940
73,779
69,109
252,965
239,049
Notes
(a)
(b)
(c)
Net inflows in 2019 are $247 million with new inflows into fixed annuity, fixed index annuity and the general account exceeding withdrawals and surrenders on this business,
partially offset by net outflows from variable annuity business as the portfolio matures.
Positive investment-related items and other movements largely represent positive separate account returns following the increase in the US equity market in the year and asset
gains arising from declining bond yields.
Average policyholder liabilities have been based on opening and closing balances, adjusted for any acquisitions, disposals and other corporate transactions arising in the year.
(ii) Duration of policyholder liabilities
The table below shows the carrying value of policyholder liabilities and maturity profile of the cash flows on a discounted basis at the
balance sheet date:
31 Dec 2019
31 Dec 2018
Policyholder liabilities
195,070
74,479
269,549
Variable
annuity
separate
account
liabilities
$m
Fixed
annuity,
GICs and
other
business
$m
Total
$m
Variable
annuity
separate
account
liabilities
$m
163,301
Fixed
annuity,
GICs and
other
business
$m
Total
$m
73,079
236,380
Expected maturity:
0 to 5 years
5 to 10 years
10 to 15 years
15 to 20 years
20 to 25 years
Over 25 years
%
41
27
16
9
4
3
%
45
27
13
8
4
3
%
42
27
15
9
4
3
%
40
28
16
9
4
3
%
51
24
12
7
3
3
%
43
27
15
8
4
3
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC4 Policyholder liabilities and unallocated surplus continued
C4.3 US insurance operations continued
(iii) Aggregate account values
The table below shows the distribution of account values for fixed annuities (fixed interest rate and fixed index), the fixed account portion
of variable annuities, and interest-sensitive life business within the range of minimum guaranteed interest rates as described in note
C4.4(b). As at 31 December 2019, approximately 87 per cent (31 December 2018: 87 per cent) of Jackson’s fixed annuities, variable
annuity fixed account options and interest-sensitive life business account values correspond to crediting rates that are at the minimum
guaranteed interest rates.
Minimum guaranteed interest rate
> 0% – 1.0%
> 1.0% – 2.0%
> 2.0% – 3.0%
> 3.0% – 4.0%
> 4.0% – 5.0%
> 5.0% – 6.0%
Total
Fixed annuities and the
fixed account portion of
variable annuities
Interest-sensitive
life business
31 Dec 2019
$m
31 Dec 2018
$m
31 Dec 2019
$m
31 Dec 2018
$m
6,952
12,994
13,701
1,561
2,236
278
37,722
9,660
8,646
12,832
1,623
2,285
286
35,332
–
–
270
3,018
2,597
2,031
7,916
–
–
291
3,049
2,683
2,168
8,191
C4.4 Products and determining contract liabilities
C4.4(a) Asia
Contract type
Description and material features
Determination of liabilities
With-profits and
participating
contracts
Provides savings and/or protection where
the basic sum assured can be enhanced by
a profit share (or bonus) from the
underlying fund as determined at the
discretion of the Company.
With-profits contracts are predominantly sold in Hong Kong,
Malaysia and Singapore. The total value of the with-profits
funds is driven by the underlying asset valuation with
movements reflected principally in the accounting value
of policyholder liabilities and unallocated surplus.
Participating products often offer a
guaranteed maturity or surrender value.
Declared regular bonuses are guaranteed
once vested. Future bonus rates and cash
dividends are not guaranteed. Market
value adjustments and surrender penalties
are used for certain products where the law
permits such adjustments. Guarantees are
predominantly supported by segregated
life funds and their estates.
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C FINANCIAL POSITION NOTES CONTINUEDC4.4(a) Asia continued
Contract type
Description and material features
Determination of liabilities
Term, whole life
and endowment
assurance
Non-participating savings and/or
protection where the benefits are
guaranteed, or determined by a set of
defined market-related parameters.
These products often offer a guaranteed
maturity and surrender value. It is common
in Asia for regulations or market-driven
demand and competition to provide some
form of capital value protection and
minimum crediting interest rate
guarantees. This is reflected within the
guaranteed maturity and surrender values.
Guarantees are borne by shareholders.
Unit-linked
Combines savings with protection, the
cash value of the policy depends on the
value of the underlying unitised funds.
Health and
protection
Health and protection features are offered
as supplements to the products listed
above or sold as standalone products.
Protection covers mortality or morbidity
benefits including health, disability, critical
illness and accident coverage.
The approach to determining the contract liabilities is generally
driven by the local solvency basis. A gross premium valuation
method is used in those local businesses where a risk-based
capital framework is adopted for local solvency. Under the
gross premium valuation method, all cash flows are valued
explicitly using best estimate assumptions with a suitable
margin for prudence.
This is achieved either through adding an explicit allowance for
assumptions to deviate from best estimate or by applying an
overlay constraint so that on day one no negative reserves (ie
where future premium inflows are expected to exceed prudent
future claims and outflows) are derived at an individual
policyholder level, or a combination of both.
In Vietnam, the Company uses an estimation basis aligned
substantially to that used by the countries applying the gross
premium valuation method.
For India and Taiwan, US GAAP is applied for measuring
insurance liabilities. For these businesses, the future
policyholder benefit provisions for non-linked business are
determined using the net level premium method, with an
allowance for surrenders, maintenance and claims expenses.
Rates of interest used in establishing the policyholder benefit
provisions vary by operation depending on the circumstances
attaching to each block of business.
The Hong Kong business unit applies a net premium valuation
method to determine the future policyholder benefit
provisions.
The attaching liabilities reflect the unit value obligation driven
by the value of the investments of the unit fund. Additional
technical provisions are held for guaranteed benefits beyond
the unit fund value using a gross premium valuation method.
These additional provisions are recognised as a component
of other business liabilities.
The determination of the liabilities of health and protection
contracts are driven by the local solvency basis. A gross
premium valuation method is used in those countries where
a risk-based capital framework is adopted for local solvency.
Under the gross premium valuation method, all cash flows are
valued explicitly using best estimate assumptions with a
suitable margin for prudence.
This is achieved either through adding an explicit allowance for
assumptions to deviate from best estimate or by applying an
overlay constraint so that on day one no negative reserves (ie
where future premium inflows are expected to exceed prudent
future claims and outflows) are derived at an individual
policyholder level, or a combination of both.
The Hong Kong business unit applies a net premium valuation
method to determine the future policyholder benefit
provisions.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
C4 Policyholder liabilities and unallocated surplus continued
C4.4 Products and determining contract liabilities continued
C4.4(b) US
Contract type
Description and material features
Determination of liabilities
Fixed interest
rate annuities
At 31 December
2019, fixed interest
rate annuities
accounted for
6 per cent
(31 December
2018: 7 per cent) of
Jackson’s policy
and contract
liabilities.
Fixed interest rate annuities are primarily
deferred annuity products that are used for
asset accumulation in retirement planning
and for providing income in retirement.
As explained in note A4.1, all of Jackson’s insurance liabilities
are based on US GAAP. An overview of the deferral and
amortisation of acquisition costs for Jackson is provided in note
C5.2(i)(b).
With minor exceptions, the following is applied to most of
Jackson’s contracts. Contracts are accounted for as investment
contracts as defined for US GAAP purposes by applying a
retrospective deposit method to determine the liability for
policyholder benefits.
This is then augmented by:
— Any amounts that have been assessed to compensate the
insurer for services to be performed over future periods (ie
deferred income);
— Any amounts previously assessed against policyholders that
are refundable on termination of the contract; and
— Any probable future loss on the contract (ie premium
deficiency).
Capitalised acquisition costs and deferred income for these
contracts are amortised over the life of the book of contracts.
See the variable annuity section below for further discussion.
The interest guarantees are not explicitly valued but are
reflected as they are earned in the current account liability
value.
The policyholder of a fixed interest rate
annuity pays Jackson a premium, which is
credited to the policyholder’s account.
Periodically, interest is credited to the
policyholder’s account and in some cases
administrative charges are deducted
from the policyholder’s account. Jackson
makes benefit payments at a future date as
specified in the policy based on the value of
the policyholder’s account at that date. On
more than 90 per cent (2018: 94 per cent)
of in-force business, Jackson may reset the
interest rate on each contract anniversary,
subject to a guaranteed minimum, in line
with state regulations. When the annuity
matures, Jackson either pays the contract
holder the account value or a series of
payments in the form of an immediate
annuity product.
The policy provides that at Jackson’s
discretion it may reset the interest rate,
subject to a guaranteed minimum.
Approximately 65 per cent (31 December
2018: 64 per cent) of the fixed interest rate
annuities Jackson wrote in 2019 provide for
a (positive or negative) market value
adjustment (MVA) on surrender. This
formula-based adjustment approximates
the change in value that assets supporting
the product would realise as interest rates
move.
Guaranteed minimum interest rate. At
31 December 2019, Jackson had fixed
interest rate annuities totalling $15.9 billion
(31 December 2018: $16.1 billion) in
account value with minimum guaranteed
rates ranging from 1.0 per cent to
5.5 per cent and a 2.88 per cent average
guaranteed rate (31 December 2018:
1.0 per cent to 5.5 per cent and a
2.91 per cent average guaranteed rate),
depending on the particular product,
jurisdiction where issued and the date of
issue.
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C FINANCIAL POSITION NOTES CONTINUED
C4.4(b) US continued
Contract type
Description and material features
Determination of liabilities
Fixed index
annuities
At 31 December
2019, fixed index
annuities
accounted for
5 per cent
(31 December
2018: 5 per cent) of
Jackson’s policy
and contract
liabilities.
Fixed index annuities vary in structure but
are generally deferred annuities that
enable policyholders to obtain a portion of
an equity-linked return (based on
participation rates, caps and spreads), and
provide a guaranteed minimum return.
The liability for policyholder benefits that represent the
guaranteed minimum return is determined similarly to the
liabilities of the fixed interest annuity above. The equity-linked
return option within the contract is treated as an embedded
derivative liability under US GAAP and therefore this element
of the liability is recognised at fair value.
The liability for the lifetime income rider is determined each
period end by estimating the expected value of benefits in
excess of the projected account balance and recognising the
excess on a prorated basis over the life of the contract based on
total expected assessments.
Most fixed index annuities are subject to
early surrender charges for the first five to
12 years of the contract. During the
surrender charge period, the contract
holder may cancel the contract for the
surrender value. Jackson offers a fully
liquid fixed index annuity product that
has no surrender charges.
Jackson hedges the equity return risk on
fixed index products using offsetting
equity exposure in the variable annuity
product. The cost of hedging is taken into
account in setting the index participation
rates, caps or spreads.
Guaranteed minimum rates are generally
set at 1.0 to 3.0 per cent. At 31 December
2019, Jackson had fixed index annuities
allocated to indexed funds totalling
$9.8 billion (31 December 2018:
$7.6 billion) in account value with minimum
guaranteed rates on index accounts
ranging from 1.0 per cent to 3.0 per cent
and a 1.46 per cent average guaranteed
rate (31 December 2018: 1.0 per cent to
3.0 per cent and a 1.77 per cent average
guarantee rate).
Jackson offers an optional lifetime income
rider, which can be elected for an
additional fee.
Jackson also offers fixed interest accounts
on some fixed index annuity products. At
31 December 2019, fixed interest accounts
of fixed index annuities totalled $4.3 billion
(31 December 2018: $3.4 billion) in
account value.
Minimum guaranteed rates on fixed
interest accounts range from 1.0 per cent to
3.0 per cent and a 2.75 per cent average
guaranteed rate (31 December 2018:
1.0 per cent to 3.0 per cent and a
2.58 per cent average guaranteed rate).
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC4 Policyholder liabilities and unallocated surplus continued
C4.4 Products and determining contract liabilities continued
C4.4(b) US continued
Contract type
Description and material features
Determination of liabilities
The liability for future benefits is determined under US GAAP
methodology for limited-payment contracts, using assumptions
as of the acquisition date as to mortality and expense plus
provisions for adverse deviation.
Group pay-out
annuities
At 31 December
2019, group
pay-out annuities
accounted for
2 per cent
(31 December
2018: 2 per cent)
of Jackson’s policy
and contract
liabilities.
Group pay-out annuities consist of a block
of defined benefit annuity plans assumed
from John Hancock USA and John Hancock
New York. A single premium payment from
an employer (contract holder) funds the
pension benefits for its employees
(participants). The contracts are tailored
to meet the requirements of the specific
pension plan being covered. This is a
closed block of business from two
standpoints: (1) John Hancock USA and
John Hancock New York are no longer
selling new contracts, and (2) contract
holders (companies) are no longer adding
additional participants to these defined
benefit pension plans.
The contracts provide annuity payments
that meet the requirements of the specific
pension plan being covered. In some cases,
the contracts have pre-retirement death
and/or withdrawal benefits, pre-retirement
surviving spouse benefits, and/or
subsidised early retirement benefits.
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C FINANCIAL POSITION NOTES CONTINUEDC4.4(b) US continued
Contract type
Description and material features
Determination of liabilities
Variable annuities
At 31 December
2019, variable
annuities
accounted for
78 per cent
(31 December
2018: 75 per cent)
of Jackson’s policy
and contract
liabilities.
The general principles for fixed annuity and fixed index annuity
also apply to variable annuities.
The impact of any fixed account interest guarantees is reflected
as they are earned in the current account value.
Jackson regularly evaluates estimates used and adjusts the
benefit guarantee liability balances, with a related charge or
credit to benefit expense if actual experience or other evidence
suggests that earlier assumptions should be revised.
The benefit guarantee types are further set out below:
Benefits that are payable in the event of death (guaranteed
minimum death benefit)
The liability for Guaranteed Minimum Death Benefit (GMDB) is
determined at each period end by estimating the expected
value of benefits in excess of the projected account balance and
recognising the excess rateably over the life of the contract
based on total expected assessments. At 31 December 2019,
these liabilities were valued using a series of stochastic
investment performance scenarios, a mean investment return
of 7.4 per cent (31 December 2018: 7.4 per cent) net of external
fund management fees, and assumptions for policyholder
behaviour, mortality and expense.
Benefits that are payable upon the depletion of funds
(guaranteed minimum withdrawal benefit)
The liability for the Guaranteed Minimum Withdrawal Benefit
(GMWB) ‘for life’ portion is determined similarly to GMDB
above.
Provisions for benefits under GMWB ‘not for life’ features are
recognised at fair value under US GAAP.
Non-performance risk is incorporated into the fair value
calculation through the use of discount interest rates sourced
from an AA corporate credit curve as a proxy for Jackson’s own
credit risk. Other risk margins, particularly for policyholder
behaviour and long-term volatility, are also incorporated into
the model through the use of explicitly conservative
assumptions. On a periodic basis, Jackson validates the
resulting fair values based on comparisons to other models and
market movements.
The value of future fees to offset payments made under the
guarantees are established so that on day one no gain arises.
Variable annuities are deferred annuities
that have the same tax advantages and
pay-out options as fixed interest rate and
fixed index annuities. They are also used
for asset accumulation in retirement
planning and to provide income in
retirement.
The rate of return depends upon the
performance of the selected fund portfolio.
Policyholders may allocate their investment
to either the fixed account or a selection of
variable accounts. Most variable annuities
are subject to early surrender charges for
the first three to nine years of the contract.
During the surrender charge period, the
contract holder may cancel the contract for
the surrender value. Jackson offers some
fully liquid variable annuity products that
have no surrender charges. Subject to
benefit guarantees, investment risk on the
variable account is borne by the
policyholder, while investment risk on the
fixed account is borne by Jackson through
guaranteed minimum fixed rates of
interest. At 31 December 2019, 4 per cent
(31 December 2018: 5 per cent) of variable
annuity funds were in fixed accounts.
Jackson had variable annuity funds in fixed
accounts totalling $7.8 billion
(31 December 2018: $8.1 billion) with
minimum guaranteed rates ranging from
1.0 per cent to 3.0 per cent and a
2.19 per cent average guaranteed rate
(31 December 2018: 1.0 per cent to
3.0 per cent and a 1.7 per cent average
guaranteed rate).
Jackson offers a choice of guaranteed
benefit options within its variable annuity
product portfolio, which can be elected for
additional fees. These guaranteed benefits
might be expressed as the return of either:
(a) total deposits made to the contract
adjusted for any partial withdrawals, (b)
total deposits made to the contract
adjusted for any partial withdrawals, plus a
minimum return, or (c) the highest contract
value on a specified anniversary date
adjusted for any withdrawals following that
contract anniversary.
Jackson hedges these risks using derivative
instruments as described in note C7.3.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC4 Policyholder liabilities and unallocated surplus continued
C4.4 Products and determining contract liabilities continued
C4.4(b) US continued
Contract type
Description and material features
Determination of liabilities
Variable annuities
continued
Benefits that are payable at annuitisation (guaranteed minimum
income benefit)
This feature is no longer offered and existing coverage is
substantially reinsured, subject to deductibles and annual claim
limits.
The direct Guaranteed Minimum Income Benefit (GMIB)
liability is determined by estimating the expected value of the
annuitisation benefits in excess of the projected account
balance at the date of annuitisation and recognising the excess
rateably over the life of the contract based on total expected
assessments.
Guaranteed Minimum Income Benefits are reinsured, subject
to a deductible and annual claim limits. Due to the net
settlement provisions of the reinsurance agreement, under the
‘grandfathered’ US GAAP, it is recognised at fair value with the
change in fair value included as a component of short-term
fluctuations. Volatility and non-performance risk is considered
as per GMWB above.
Benefits that are payable at the end of a specified period
(guaranteed minimum accumulation benefit)
This feature is no longer offered.
Provisions for Guaranteed Minimum Accumulation Benefit
(GMAB) are recognised at fair value under US GAAP. Volatility
and non-performance risk is considered as per GMWB above.
Deferred acquisition costs (DAC)
Capitalised acquisition costs and deferred income for these
contracts are amortised over the life of the book of contracts.
The majority of Jackson’s DAC relates to its variable annuities
business.
The present value of the estimated gross profit is computed
using the rate of interest that accrues to policyholder balances
(sometimes referred to as the contract rate).
Estimated gross profits for the fixed interest rate annuities, fixed
index annuities and variable annuities include estimates of the
following, each of which will be determined based on the best
estimate of amounts over the life of the book of contracts
without provision for adverse deviation:
— Amounts expected to be assessed against policyholder
balances for mortality less benefit claims in excess of related
policyholder balances;
— Amounts expected to be assessed for contract
administration less costs incurred for contract
administration;
— Amounts expected to be earned from the investment of
policyholder balances less interest credited to policyholder
balances;
— Amounts expected to be assessed against policyholder
balances upon termination of contracts (sometimes referred
to as surrender charges);
— Assumptions for the long-term investment return for the
separate accounts and future hedge costs; and
— Other expected assessments and credits.
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C FINANCIAL POSITION NOTES CONTINUEDC4.4(b) US continued
Contract type
Description and material features
Determination of liabilities
For term and traditional life insurance contracts, provisions for
future policy benefits are determined under US GAAP using
the net level premium method and assumptions as of the issue
or acquisition date as to mortality, interest, policy lapses and
expenses plus provisions for adverse deviation for directly sold
business and assumptions at purchase for acquired business.
For universal life and variable universal life a retrospective
deposit method is used to determine the liability for
policyholder benefits. This is then augmented by additional
liabilities to account for no-lapse guarantees, profits followed
by losses, contract features such as persistency bonuses, and
cost of interest rate guarantees.
Institutional products are classified as investment contracts,
and are accounted for as financial liabilities at amortised cost.
The currency risk on contracts that represent currency
obligations other than US dollars are hedged using cross-
currency swaps.
Life insurance
At 31 December
2019, life insurance
products
accounted for
7 per cent
(31 December
2018: 9 per cent) of
Jackson’s policy
and contract
liabilities.
Institutional
products
At 31 December
2019, institutional
products
accounted for
1 per cent
(31 December
2018: 1 per cent) of
Jackson’s policy
and contract
liabilities.
Jackson discontinued new sales of life
insurance products in 2012.
Life products include term life, traditional
life and interest-sensitive life (universal life
and variable universal life).
— Term life provides protection for a
defined period and a benefit that is
payable to a designated beneficiary
upon death of the insured.
— Traditional life provides protection for
either a defined period or until a stated
age and includes a predetermined cash
value.
— Universal life provides permanent
individual life insurance for the life of
the insured and includes a savings
element.
— Variable universal life is a type of life
insurance policy that combines death
benefit protection with the ability for
the policyholder account to be invested
in separate account funds.
Excluding the business that is subject to the
retrocession treaties at 31 December 2019,
Jackson had interest-sensitive life business
in force with total account value of
$7.9 billion (31 December 2018:
$8.2 billion), with minimum guaranteed
interest rates ranging from 2.5 per cent to
6.0 per cent with a 4.68 per cent average
guaranteed rate (31 December 2018:
2.5 per cent to 6.0 per cent with a
4.67 per cent average guaranteed rate).
Institutional products are: guaranteed
investment contracts (GICs), funding
agreements (including agreements issued
in conjunction with Jackson’s participation
in the US Federal Home Loan Bank
programme) and Medium Term Note
funding agreements.
GICs feature a lump sum policyholder
deposit on which interest is paid at a rate
fixed at inception. Market value
adjustments are made to the value of any
early withdrawals.
Funding agreements feature either lump
sum or periodic policyholder deposits.
Interest is paid at a fixed or index linked
rate. Funding agreements have a duration
of between one and 30 years. In 2019 and
2018 there were no funding agreements
terminable by the policyholder with less
than 90 days’ notice.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
C5 Intangible assets
C5.1 Goodwill
Business combination
Business acquisitions are accounted for by applying the purchase method of accounting, which adjusts the net assets of the acquired
company to fair value at the date of purchase. The excess of the acquisition consideration over the fair value of the assets and liabilities of
the acquired business is recorded as goodwill. The Group chooses the full goodwill method or the partial goodwill method to calculate
goodwill on an acquisition by acquisition basis. Expenses related to acquiring new subsidiaries are charged to the income statement in the
period in which they are incurred and not included in goodwill. Income and expenses of acquired businesses are included in the income
statement from the date of acquisition.
Where the Group writes a put option over its non-controlling interests as part of its business acquisition, which if exercised triggers the
purchase by the Group of the non-controlling interests, the put option is recognised as a financial liability at the acquisition date with a
corresponding amount, deducted directly from shareholder’s equity due to the significant risks and rewards of ownership remaining with
the non-controlling interests. Any subsequent changes to the carrying amount of the put liability are also recognised within equity.
Goodwill
Goodwill is capitalised and carried on the Group consolidated statement of financial position as an intangible asset at initial value less any
accumulated impairment losses. Goodwill impairment testing is conducted annually and when there is an indication of impairment.
Goodwill shown on the consolidated statement of financial position at 31 December 2019 is wholly attributable to shareholders and
represents amounts allocated to businesses in Asia and Africa in respect of both acquired asset management and life businesses.
Carrying value at beginning of year
Demerger of UK and Europe operations
Additions in the year
Disposals/reclassifications to held for sale
Exchange differences
Carrying value at end of year
31 Dec 2019
$m
31 Dec 2018
$m
2,365
(1,731)
299
–
36
969
2,005
–
503
(13)
(130)
2,365
Impairment testing
Goodwill does not generate cash flows independently of other groups of assets and thus is assigned to cash-generating units for the
purposes of impairment testing. These cash-generating units are based upon how management monitors the business and represent the
lowest level to which goodwill can be allocated on a reasonable basis.
Goodwill is tested for impairment by comparing the cash-generating unit’s carrying amount, including any goodwill, with its
recoverable amount. The Group’s methodology of assessing whether goodwill may be impaired for acquired life and asset management
operations is discussed below:
For acquired life businesses, the Company routinely compares the aggregate of net asset value and acquired goodwill on an IFRS
basis of the acquired life business with the value of the current in-force business as determined using the EEV methodology. Any excess
of IFRS value over EEV carrying value is then compared with EEV basis value of current and projected future new business to determine
whether there is any indication that the goodwill in the IFRS statement of financial position may be impaired. The methodology and
assumptions underpinning the Group’s EEV basis of reporting are included in the EEV basis supplementary information in this Annual
Report.
The goodwill in respect of asset management businesses comprised mainly the goodwill arising from the acquisition of Thanachart
Fund Management Co., Ltd. (TFUND) in 2019 and TMB Asset Management Co., Ltd. (TMBAM) in Thailand in 2018. At 31 December
2019, the recoverable amount of these businesses has been determined by calculating the value in use of each of these businesses
(considered to be the cash-generating units) using a discounted cash flow valuation.
For TMBAM, the discounted cash flow valuation is based on the latest three-year plan and cash flow projections for the later years.
For TFUND, which was acquired in December 2019, the valuation is based on the 10-year cash flow projections used in assessing the
acquisition. The value in use for these acquired asset management businesses is particularly sensitive to a number of key assumptions
as follows:
— The set of economic, market and business assumptions used to derive the cash flow projections for the businesses;
— The assumed growth rate on forecast cash flows beyond the terminal year of the cash flow projections after considering expected
future and past growth rates. At 31 December 2019, a growth rate of 2.25 per cent has been used to extrapolate beyond the
projection period (2018: 2.25 per cent in respect of TMBAM);
— The risk discount rate applied in accordance with the nature of the businesses. The pre-tax discount rate applied at 31 December
2019 was 9 per cent (2018: 9 per cent in respect of TMBAM); and
— The continuation of asset management contracts on similar terms.
Management believes that any reasonable change in the key assumptions would not cause the recoverable amount of the asset
management businesses acquired to fall below its carrying amount.
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C FINANCIAL POSITION NOTES CONTINUED
C5.2 Deferred acquisition costs and other intangible assets
Intangible assets acquired on the purchase of a subsidiary or portfolio of contracts are measured at fair value on acquisition. Deferred
acquisition costs are accounted for as described in note A4.1(c). Other intangible assets, such as distribution rights and software, are
valued initially at the price paid to acquire them and are subsequently carried at cost less amortisation and any accumulated impairment
losses. For intangibles other than DAC, amortisation follows the pattern in which the future economic benefits are expected to be
consumed. If the pattern cannot be determined reliably, a straight-line method is applied. For software, the amortisation generally
represents the licence period of the software acquired. Amortisation of intangible assets is charged to the ‘acquisition costs and other
expenditure’ line in the consolidated income statement. Impairment testing is conducted when there is an indication of impairment.
Deferred acquisition costs and other intangible assets attributable to shareholders
From continuing operations
From discontinued operations
Total note (i)
Other intangible assets, including computer software, attributable to with-profits funds
From continuing operations
From discontinued operations
Total
31 Dec 2019
$m
31 Dec 2018
$m
17,409
–
17,409
67
–
67
14,865
143
15,008
71
106
177
Total of deferred acquisition costs and other intangible assets
17,476
15,185
(i) Deferred acquisition costs and other intangible assets attributable to shareholders
The deferred acquisition costs and other intangible assets attributable to shareholders comprise:
Deferred acquisition costs related to insurance contracts as classified under IFRS 4
Deferred acquisition costs related to investment management contracts, including life assurance contracts
classified as financial instruments and investment management contracts under IFRS 4
Deferred acquisition costs related to insurance and investment contracts note (ii)
Present value of acquired in-force policies for insurance contracts as classified under IFRS 4 (PVIF)
Distribution rights and other intangibles
Present value of acquired in-force (PVIF) and other intangibles attributable to shareholders note (iii)
Total of deferred acquisition costs and other intangible assets note (a)
31 Dec 2019
$m
31 Dec 2018
$m
14,206
12,758
33
99
14,239
12,857
38
3,132
3,170
43
2,108
2,151
17,409
15,008
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC5 Intangible assets continued
C5.2 Deferred acquisition costs and other intangible assets continued
Notes
(a)
Total deferred acquisition costs and other intangible assets attributable to shareholders can be further analysed by business operations as follows:
31 Dec 2019 $m
31 Dec 2018 $m
Deferred acquisition costs
Asia
insurance
1,610
–
615
(257)
–
(257)
–
31
US
insurance*
note (b)
11,113
–
807
(297)
1,248
951
–
–
–
1,999
(631)
12,240
Discontinued
UK and Europe
operations
PVIF and other
intangibles†
Total
Total
134
(134)
–
–
–
–
–
–
–
–
2,151
(9)
1,179
(238)
(5)
(243)
(11)
103
15,008
(143)
2,601
(792)
1,243
451
(11)
134
14,700
–
1,666
(1,370)
(156)
(1,526)
(19)
(141)
–
3,170
(631)
17,409
328
15,008
Balance at 1 January
Demerger of UK and Europe operations
Additions‡
Amortisation to the income statement:
Adjusted IFRS operating profit based on
longer-term investment returns
Non-operating profit (loss)
Disposals and transfers
Exchange differences and other movements
Amortisation of DAC related to net unrealised
valuation movements on the US insurance
operation’s available-for-sale securities
recognised within other comprehensive
income
Balance at 31 December
* Under the Group’s application of IFRS 4, US GAAP is used for measuring the insurance assets and liabilities of its US and certain Asia operations. Under US GAAP, most of the US
insurance operation’s products are accounted for under Accounting Standard no. 97 of the Financial Accounting Standards Board (FAS 97) whereby deferred acquisition costs are
amortised in line with the emergence of actual and expected gross profits which are determined using an assumption for long-term investment returns for the separate account of
7.4 per cent (2018: 7.4 per cent), gross of asset management fees and other charges to policyholders, but net of external fund management fees. The other assumption impacting
expected gross profits include mortality assumptions, lapses, assumed unit costs and future hedge costs. The amounts included in the income statement and other comprehensive
income affect the pattern of profit emergence and thus the DAC amortisation attaching. DAC amortisation is allocated to the operating and non-operating components of the
Group’s supplementary analysis of profit and other comprehensive income by reference to the underlying items.
† PVIF and other intangibles comprise present value of acquired in-force (PVIF), distribution rights and other intangibles such as software rights. Distribution rights relate to amounts
that have been paid or have become unconditionally due for payment as a result of past events in respect of bancassurance partnership arrangements in Asia. These agreements
allow for bank distribution of Prudential’s insurance products for a fixed period of time. Software rights include additions of $51 million, amortisation of $(33) million, disposals of
$5 million, foreign exchange of $2 million and closing balance at 31 December 2019 of $85 million (31 December 2018: $70 million for continuing operations).
‡ In January 2019, the Group renewed its regional strategic bancassurance alliance with United Overseas Bank Limited (UOB). The new agreement extends the original alliance,
which commenced in 2010, to 2034 and increases the geographical scope to include a fifth market, Vietnam, alongside the existing markets of Singapore, Malaysia, Thailand and
Indonesia. As part of this transaction, Prudential has agreed to pay UOB an initial fee of $853 million (equivalent to SGD1,150 million) for distribution rights which are not dependent
on future sales volumes. Of the $853 million, $301 million was paid in 2019, with another two instalments being payable in 2020 and 2021. After allowing for discounting, the
amount included in additions in the table above is $834 million.
(b)
The DAC amount in respect of US arises in the insurance operations which comprises the following amounts:
Variable annuity business
Other business
Cumulative shadow DAC (for unrealised gains/losses booked in other comprehensive income)*
Total DAC for US operations
31 Dec 2019
$m
31 Dec 2018
$m
12,406
529
(695)
12,240
10,796
381
(64)
11,113
* A loss of $(631) million (2018: a gain of $328 million) for shadow DAC amortisation is booked within other comprehensive income to reflect the impact from the positive unrealised
valuation movement of $4,023 million (2018: negative unrealised valuation movement of $(2,159) million). These adjustments reflect the movement from year to year, in the
changes to the pattern of reported gross profit that would have happened if the assets reflected in the statement of financial position had been sold, crystallising the unrealised
gains and losses, and the proceeds reinvested at the yields currently available in the market. At 31 December 2019, the cumulative shadow DAC balance as shown in the table
above was negative $(695) million (31 December 2018: negative $(64) million).
(c)
Sensitivity of US DAC amortisation charge
The amortisation charge to the income statement in respect of the US DAC asset is reflected in both adjusted IFRS operating profit based on longer-term investment returns and
short-term fluctuations in investment returns. The amortisation charge to adjusted IFRS operating profit based on longer-term investment returns in a reporting period comprises:
— A core amount that reflects a relatively stable proportion of underlying premiums or profit; and
— An element of acceleration or deceleration arising from market movements differing from expectations.
In periods where the cap and floor features of the mean reversion technique (which is used for moderating the effect of short-term volatility in investment returns) are not relevant,
the technique operates to dampen the second element above. Nevertheless, extreme market movements can cause material acceleration or deceleration of amortisation in spite of
this dampening effect.
Furthermore, in those periods where the cap or floor is relevant, the mean reversion technique provides no further dampening and additional volatility may result.
In 2019, the DAC amortisation charge for adjusted IFRS operating profit based on longer-term investment returns was determined after including a credit for decelerated
amortisation of $280 million (2018: $259 million charge for acceleration). The deceleration arising in 2019 reflects a mechanical decrease in the projected separate account return
for the next five years under the mean-reversion technique. Under this technique, the projected level of return for each of the next five years is adjusted so that, in combination with
the actual rates of return for the preceding three years (including the current year), the assumed long-term annual separate account return of 7.4 per cent is realised on average over
the entire eight-year period. The deceleration in DAC amortisation in 2019 is primarily driven by the actual separate account return in the year being higher than that assumed.
The application of the mean reversion formula (described in note A4.1) has the effect of dampening the impact of equity market movements on DAC amortisation while the
mean reversion assumption lies within the corridor. At 31 December 2019, it would take approximate movements in separate account values of more than either negative
26 per cent or positive 49 per cent for mean reversion assumption to move outside the corridor.
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C FINANCIAL POSITION NOTES CONTINUED
(ii) Deferred acquisition costs related to insurance and investment contracts
The movements in deferred acquisition costs relating to insurance and investment contracts are as follows:
2019 $m
2018 $m
Insurance
contracts
Investment
contracts
note
Insurance
contracts
Investment
contracts
note
Balance at 1 January
Demerger of UK and Europe operations
Additions
Amortisation
Exchange differences
Change in shadow DAC related to movement in unrealised appreciation of
debt securities classified as available-for-sale
Balance at 31 December
12,758
(62)
1,411
699
31
(631)
14,206
99
(72)
11
(5)
–
–
33
12,406
–
1,324
(1,266)
(34)
328
12,758
85
–
35
(16)
(5)
–
99
Note
All of the additions of investment contracts are through internal development. The carrying amount of the DAC balance comprises the following gross and accumulated amortisation
amounts:
Gross amount
Accumulated amortisation
Carrying amount
(iii) PVIF and other intangibles attributable to shareholders
31 Dec 2019
$m
31 Dec 2018
$m
34
(1)
33
231
(132)
99
Balance at 1 January
Cost
Accumulated amortisation
Demerger of UK and Europe
operations
Additions
Amortisation charge
Disposals and transfers
Exchange differences and other
movements
Balance at 31 December
Comprising:
Cost
Accumulated amortisation
2019 $m
2018 $m
PVIF
note (a)
Distribution
rights
note (b)
Other
intangibles
(including
software)
Total
PVIF
note (a)
Distribution
rights
note (b)
Other
intangibles
(including
software)
295
(252)
43
(1)
–
(5)
–
1
38
175
(137)
38
2,546
(587)
1,959
–
1,110
(196)
–
98
2,971
3,783
(812)
2,971
399
(250)
149
3,240
(1,089)
2,151
(8)
69
(42)
(11)
4
161
(9)
1,179
(243)
(11)
103
3,170
379
(218)
161
4,337
(1,167)
3,170
307
(258)
49
–
–
(5)
–
(1)
43
295
(252)
43
2,426
(423)
2,003
–
242
(190)
–
(96)
1,959
2,546
(587)
1,959
491
(334)
157
–
65
(49)
(19)
(5)
149
399
(250)
149
Total
3,224
(1,015)
2,209
–
307
(244)
(19)
(102)
2,151
3,240
(1,089)
2,151
Notes
(a)
All of the net PVIF balances relate to insurance contracts. The PVIF attaching to investment contracts have been fully amortised. Amortisation is charged over the period of
provision of asset management services as those profits emerge.
(b) Distribution rights relate to fees paid in relation to the bancassurance partnership arrangements for the bank distribution of Prudential’s insurance products for a fixed period of
time. The distribution rights amounts are amortised on a basis to reflect the pattern in which the future economic benefits are expected to be consumed by reference to new
business production levels.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
C6 Borrowings
C6.1 Core structural borrowings of shareholder-financed businesses
Accounting principles
Although initially recognised at fair value, net of transaction costs, borrowings, excluding liabilities of consolidated collateralised debt
obligations, are subsequently accounted for on an amortised cost basis using the effective interest method. Under the effective interest
method, the difference between the redemption value of the borrowing and the initial proceeds (net of related issue costs) is amortised
through the income statement to the date of maturity or for hybrid debt, over the expected life of the instrument.
Central operations:
Subordinated debt substituted to M&G plc in 2019:
£600m 5.56% (30 Jun and 31 Dec 2018: 5.0%) Notes 2055 note (i)
£700m 6.34% (30 Jun and 31 Dec 2018: 5.7%) Notes 2063 note (i)
£750m 5.625% Notes 2051
£500m 6.25% Notes 2068
US$500m 6.5% Notes 2048
Total subordinated debt substituted to M&G plc in 2019 note (ii)
Subordinated and other debt not substituted to M&G plc:
US$250m 6.75% Notes note (iii)
US$300m 6.5% Notes note (iii)
Perpetual Subordinated Capital Securities
US$700m 5.25% Notes
US$1,000m 5.25% Notes
US$725m 4.375% Notes
US$750m 4.875% Notes
31 Dec 2019
$m
31 Dec 2018
$m
–
–
–
–
–
–
250
300
550
700
996
721
744
753
886
947
634
498
3,718
250
299
549
700
993
720
743
Perpetual Subordinated Capital Securities
3,161
3,156
¤20m Medium Term Notes 2023
£435m 6.125% Notes 2031
£400m 11.375% Notes 2039 note (iv)
Subordinated notes
Subordinated debt total
Senior debt: note (v)
£300m 6.875% Bonds 2023
£250m 5.875% Bonds 2029
Bank loans note (vi)
$350m Loan 2024
£275m Loan 2022
Total debt not substituted to M&G plc in 2019
Total central operations
Jackson US$250m 8.15% Surplus Notes 2027 note (vii)
Total core structural borrowings of shareholder-financed businesses note (viii)
22
571
–
593
4,304
392
298
350
–
5,344
5,344
250
5,594
23
549
508
1,080
4,785
375
283
–
350
5,793
9,511
250
9,761
Notes
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
In 2019, the Group agreed with the holders of these two subordinated debt instruments that, in return for an increase in the coupon of the two instruments and upfront fees totalling
$182 million for both instruments, they would permit the substitution of M&G plc as the issuer of the instruments, together with other modifications of terms to ensure the debt
meet the requirements of Solvency II. In accordance with IAS 39, this has been accounted for as an extinguishment of the old debt and the issuance of new debt, recognised at fair
value. The debt was substituted to M&G plc in October 2019. The $182 million of upfront fees have been paid by Prudential plc and have been treated as a non-operating expense
from continuing operations.
In 2019, Prudential plc transferred subordinated debt to M&G plc as part of the demerger. In addition to the subordinated debt held at 31 December 2018 as shown in the table
above, the debt transferred included the further £300 million 3.875 per cent subordinated debt raised in July 2019
These borrowings can be converted, in whole or in part, at the Company’s option and subject to certain conditions, on any interest payment date, into one or more series of
Prudential preference shares.
In May 2019, the Company redeemed its £400 million 11.375 per cent Tier 2 subordinated notes.
The senior debt ranks above subordinated debt in the event of liquidation.
The bank loan of $350 million was drawn in November 2019 at a cost of LIBOR plus 0.2 per cent. The loan matures on 7 November 2024. The £275 million bank loan was repaid by
the Group in October 2019.
Jackson’s borrowings are unsecured and subordinated to all present and future indebtedness, policy claims and other creditor claims of Jackson.
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C FINANCIAL POSITION NOTES CONTINUED(viii) The changes in the carrying value of the structural borrowings of shareholder-financed businesses for the Group (including both continuing and discontinued operations) are
analysed below:
2019
2018
Cash movements $m
Non-cash movements $m
Balance at
beginning
of year
9,761
8,496
Issue
of debt
Redemption
of debt
Payment
for change
to terms
of debt
Foreign
exchange
movement
Demerger
of UK
and Europe
operations
Other
movements
367
2,079
(504)
(553)
(182)
(44)
298
(232)
(4,161)
–
15
15
Balance
at end
of year
5,594
9,761
Ratings
Prudential plc has debt ratings from Standard & Poor’s, Moody’s and Fitch. Prudential plc’s long-term senior debt is rated A2 by Moody’s,
A by Standard & Poor’s and A- by Fitch.
Prudential plc’s short-term debt is rated as P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch.
Jackson National Life Insurance Company’s financial strength is rated AA- by Standard & Poor’s and Fitch, A1 by Moody’s and A+ by A.M. Best.
Prudential Assurance Co. Singapore (Pte) Ltd.’s (Prudential Singapore) financial strength is rated AA- by Standard & Poor’s.
All the Group’s ratings are on a stable outlook.
C6.2 Operational borrowings
Borrowings in respect of short-term fixed income securities programmes – commercial paper
Lease liabilities under IFRS 16 note (a)
Non-recourse borrowings of consolidated investment funds note (b)
Bank loans and overdrafts
Finance lease liability under IAS 17 note (a)
Other
Other borrowings note (c)
Operational borrowings attributable to shareholder-financed businesses
Non-recourse borrowings of consolidated investment funds note (b)
Lease liabilities under IFRS 16 note (a)
Other borrowings
Operational borrowings attributable to with-profits businesses note (d)
Total operational borrowings
Analysed as:
Total from continuing operations
Total from discontinued UK and Europe operations
31 Dec 2019
$m
31 Dec 2018
$m
520
371
1,045
29
–
377
406
2,342
–
259
44
303
601
–
448
115
25
82
222
1,271
2,153
–
2,865
5,018
2,645
6,289
1,160
5,129
6,289
Notes
(a)
The Group adopted IFRS 16 that replaces IAS 17 as at 1 January 2019, using the modified retrospective approach. Under this approach, comparative information is not restated (as
described in note A3). The finance lease liabilities recognised under IAS 17 in the comparative was principally held by the discontinued UK and Europe operations. Further details
on the Group’s IFRS 16 adoption and operating leases are provided in notes A3 and C13.
In all instances, the holders of the debt instruments issued by consolidated investment funds do not have recourse beyond the assets of those funds.
(b)
(c) Other borrowings mainly include senior debt issued through the Federal Home Loan Bank of Indianapolis (FHLB), secured by collateral posted with the FHLB by Jackson.
(d) Operational borrowings attributable to with-profits businesses at 31 December 2018 were mainly attributable to the discontinued UK and Europe operations ($4,994 million) held
in consolidated investment funds.
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C7 Risk and sensitivity analysis
C7.1 Group overview
The Group’s risk framework and the management of the risk, including those attached to the Group’s financial statements including
financial assets, financial liabilities and insurance liabilities, together with the inter-relationship with the management of capital have
been included in the audited sections of the ‘Group Chief Risk and Compliance Officer’s Report on the risks facing our business and how
these are managed’.
The financial and insurance assets and liabilities on the Group’s balance sheet are, to varying degrees, subject to market and insurance
risk and other changes of experience assumptions that may have a material effect on IFRS basis profit or loss and shareholders’ equity.
The market and insurance risks, including how they affect Group’s operations and how these are managed are discussed in the Risk
report referred to above.
The most significant items that the IFRS shareholders’ profit or loss and shareholders’ equity for the Group’s life assurance business
are sensitive to, are shown in the following tables. The distinction between direct and indirect exposure is not intended to indicate the
relative size of the sensitivity.
Type of business
Market and credit risk
Insurance and lapse risk
Investments/derivatives
Liabilities/unallocated surplus
Other exposure
Asia insurance operations (see also section C7.2)
All business
With-profits business
Net neutral direct exposure (indirect exposure only)
Unit-linked business
Net neutral direct exposure (indirect exposure only)
Non-participating
business
Asset/liability mismatch risk
Credit risk
Interest rates for those
operations where the basis
of insurance liabilities is
sensitive to current market
movements
Interest rate and price risk
US insurance operations (see also section C7.3)
All business
Currency risk
Variable annuity
business
Net effect of market risk arising from incidence of guarantee
features and variability of asset management fees offset by
derivative hedging programme
Fixed index annuity
business
Fixed index annuities,
Fixed annuities and
GIC business
Derivative hedge
programme to the extent
not fully hedged against
liability
Credit risk and interest rate
risk on investments
Profit and loss and
shareholders’ equity are
volatile for the incidence of
these risks on unrealised
appreciation of fixed
income securities classified
as available-for-sale
under IAS 39
Incidence of equity
participation features and
meeting contractual
accumulation
requirements
Interest rate risk on
liabilities (meeting
guaranteed rates of
accumulation on fixed
annuity products)
Mortality and
morbidity risk
Persistency risk
Investment performance
subject to smoothing
through declared
bonuses
Investment performance
through asset
management fees
Persistency risk
Risk that utilisation of
withdrawal benefits
or lapse levels differ
from those assumed
in pricing
Minimal lapse risk
Spread difference
between earned rate
and rate credited to
policyholders
Lapse risk, but the
effects of extreme
events may be
mitigated by the
application of
market value
adjustments
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C FINANCIAL POSITION NOTES CONTINUEDDetailed analyses of sensitivity of IFRS basis profit or loss and shareholders’ equity to key market and other risks by business unit are
provided in notes C7.2, C7.3 and C7.4. The sensitivity analyses provided show the effect on profit or loss and shareholders’ equity to
changes in the relevant risk variables, all of which are reasonably possible at the relevant balance sheet date. In the equity risk sensitivity
analysis shown, the Group has considered the impact of an instantaneous 20 per cent fall in equity markets. If equity markets were to fall
by more than 20 per cent, the Group believes that this would not be an instantaneous fall but rather would be expected to occur over a
period of time during which the hedge positions within Jackson, where equity risk is greatest, would be rebalanced. The equity risk
sensitivity analysis provided assumes that all equity indices fall by the same percentage.
The published sensitivities only allow for limited management actions such as changes to policyholder bonuses, where applicable. If
the economic conditions set out in the sensitivities persisted, the financial impacts may differ to the instantaneous impacts. In this case
management could also take additional actions to help mitigate the impact of these stresses, including (but not limited to) rebalancing
investment portfolios, further market risk hedging, increased use of reinsurance, repricing of in-force benefits, changes to new business
pricing and the mix of new business being sold.
Following the adoption of US dollar as the Group’s presentation currency, the Group has no exposure to currency fluctuation from
business units that operate in US dollars, or currencies pegged to the US dollar (such as Hong Kong dollars), and reduced exposure to
currencies partially managed to the US dollar within a basket of currencies (such as Singapore dollars). Sensitivities to exchange rate
movements in the Group’s key markets are therefore expected to be limited.
Impact of diversification on risk exposure
The Group benefits from diversification benefits achieved through the geographical spread of the Group’s operations and, within those
operations, through a broad mix of product types. Relevant correlation factors include:
— Correlation across geographic regions for both financial and non-financial risk factors; and
— Correlation across risk factors for longevity risk, expenses, persistency and other risks.
Other limitations on the sensitivities include: the use of hypothetical market movements to demonstrate potential risk that only represent
Prudential’s view of reasonably possible near-term market changes and that cannot be predicted with any certainty; the assumption that
interest rates in all countries move identically; and the lack of consideration of the inter-relation of interest rates, equity markets and
foreign currency exchange rates.
C7.2 Asia insurance operations
Exposure and sensitivity of IFRS basis profit and shareholders’ equity to market and other risks
The Asia operations sell with-profits and unit-linked policies, and the investment portfolio of the with-profits funds contains a proportion
of equities. Shareholder exposure to market risk on these products is muted given the shareholders share this risk with the policyholders
through its joint participation in with-profits funds results or through fees that vary with the size of the unit-linked funds. Non-
participating business is largely backed by debt securities or deposits, which means that value of its assets fluctuate with interest rates.
Depending on the reserving basis in the business unit, this may be offset by a consequential change in insurance liabilities as discount
rates change accordingly. The Group’s exposure to market risk arising from its Asia operations is therefore at modest levels.
Asia also sells regular premium health and protection business (which may attach to a unit-linked or other savings products). This
exposes Asia to persistency, mortality and morbidity risk. This is discussed further below.
In summary, for Asia operations, the adjusted IFRS operating profit based on longer-term investment returns is mainly affected by the
impact of market levels on unit-linked persistency and other insurance risks. At the total IFRS profit level, the Asia result is affected by
short-term value movements on the asset portfolio for non-linked shareholder-backed business offset by the impact of changing interest
rates on the discount rate used to determine insurance liabilities.
(i) Sensitivity to interest rate risk
Excluding with-profits and unit-linked businesses, the results of the Asia business are sensitive to the movements in interest rates, as
described above.
For the purposes of analysing sensitivity to variations in interest rates, reference has been made to the movements in the 10-year
government bond rates of the regions. At 31 December 2019, 10-year government bond rates vary from region to region and range from
0.7 per cent to 7.2 per cent (31 December 2018: 0.9 per cent to 8.1 per cent).
For the sensitivity analysis as shown in the table below, the reasonably possible interest rate movement used is 1 per cent for all local
business units (subject to a floor of zero).
The estimated sensitivity to the decrease and increase in interest rates is as follows:
Profit before tax attributable to shareholders
Related deferred tax (where applicable)
Net effect on profit after tax and shareholders’ equity
2019 $m
2018 $m
Decrease
of 1%
Increase
of 1%
Decrease
of 1%
Increase
of 1%
(705)
3
(702)
(744)
26
(718)
397
(19)
378
(430)
33
(397)
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C7.2 Asia insurance operations continued
The pre-tax impacts, if they arose, would mostly be recorded within short-term fluctuations in investments returns in the Group’s
segmental analysis of profit before tax.
The degree of sensitivity of the results of the non-linked shareholder-backed business of the Asia operations to movements in interest
rates depends upon the degree to which the liabilities under the ‘grandfathered’ IFRS 4 measurement basis reflects market interest rates
from year to year. This varies by local business unit. For example, for businesses applying US GAAP, the results can be more sensitive as
the effect of interest rate movements on the backing investments may not be offset by liability movements. Further, the level of options
and guarantees in the products written in the particular business unit will also affect the degree of sensitivity to interest rate movements.
The direction of the sensitivity of the Asia operations as a whole in a given year can also be affected by a change in the geographical mix.
In addition, the degree of sensitivity of the results is dependent on the interest rate level at that point of time.
At 31 December 2018 the sensitivities were dominated by the impact of interest rate movements on the value of government and
corporate bond investments, which are expected to increase in value as interest rates fall to a greater extent than the offsetting increase
in liabilities (and vice versa if rates rise). This arises because the discount rate in some operations does not fluctuate in line with interest
rate movements. This feature remains for most local business units at 31 December 2019 and is evident in the ‘increase of 1%’ sensitivity.
The ‘decrease of 1%’ sensitivity at 31 December 2019 reflects that some local business units’ liabilities become more sensitive at lower
interest rates and the fluctuations in liabilities begin to exceed asset gains. As noted above, the results only allow for limited management
actions, and if such economic conditions persisted management could take additional actions to help mitigate the impact of these
stresses, including (but not limited to) rebalancing investment portfolios, increased use of reinsurance, changes to new business pricing
and the mix of new business being sold.
(ii) Sensitivity to equity price risk
The non-linked shareholder-backed business has limited exposure to equity and property investment (31 December 2019:
$3,480 million; 31 December 2018: $2,740 million). The increase in 2019 reflects higher equity markets and business growth. Generally,
changes in equity and property investment values are not directly offset by movements in non-linked policyholder liabilities. Movements
in equities backing with-profits and unit-linked business have been excluded as they are generally matched by an equal movement in
insurance liabilities (including unallocated surplus of with-profits funds).
The estimated sensitivity to a 10 per cent and 20 per cent change in equity and property prices for shareholder-backed Asia other
business (including those held by the Group’s joint venture and associate businesses), which would be reflected in short-term
fluctuations in investment returns of the Group’s segmental analysis of profit before tax, is as follows:
Profit before tax attributable to shareholders
Related deferred tax (where applicable)
Net effect on profit after tax and shareholders’ equity
2019 $m
2018 $m
Decrease
of 20%
Decrease
of 10%
Decrease
of 20%
Decrease
of 10%
(864)
48
(816)
(432)
24
(408)
(709)
21
(688)
(355)
10
(345)
A 10 or 20 per cent increase in equity and property values would have an approximately equal and opposite net effect on profit and
shareholders’ equity to the sensitivities shown above. The impacts at 31 December 2019 are similar to those at 31 December 2018, and
reflect the growth in the business.
(iii) Sensitivity to insurance risk
In Asia, adverse persistency experience can impact the IFRS profitability of certain types of business written in the region. This risk is
managed at a local business unit level through regular monitoring of experience and the implementation of management actions as
necessary. These actions could include product enhancements, increased management focus on premium collection, as well as other
customer retention efforts. The potential financial impact of lapses is often mitigated through the specific features of the products,
eg surrender charges, or through the availability of premium holiday or partial withdrawal policy features. The reserving basis in Asia
is such that a change in lapse assumptions has an immaterial effect on immediate profitability.
Many of the business units in Asia are exposed to mortality and morbidity risk and a provision is made within policyholder liabilities to
cover the potential exposure. If all these assumptions were strengthened by 5 per cent then it is estimated that post-tax profit and
shareholders’ equity would decrease by approximately $77 million (2018: $73 million). Weakening these assumptions by 5 per cent
would have a similar equal and opposite impact.
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C FINANCIAL POSITION NOTES CONTINUEDC7.3 US insurance operations
Exposure and sensitivity of IFRS basis profit and shareholders’ equity to market and other risks
Jackson’s reported adjusted IFRS operating profit based on longer-term investment returns is sensitive to market conditions, both with
respect to income earned on spread-based products and indirectly with respect to income earned on variable annuity asset management
fees. Jackson’s main exposures to market risk are to interest rate risk and equity risk.
Jackson is exposed primarily to the following risks:
Risks
Equity risk
Risk of loss
— Related to the incidence of benefits related to guarantees issued in connection with its variable
annuity contracts; and
— Related to meeting contractual accumulation requirements in fixed index annuity contracts.
Interest rate risk
— Related to meeting guaranteed rates of accumulation on fixed annuity and interest sensitive life
products following a sustained fall in interest rates;
— Related to increases in the present value of projected benefits related to guarantees issued in
connection with its variable annuity contracts following a sustained fall in interest rates especially
if in conjunction with a fall in equity markets;
— Related to the surrender value guarantee features attached to the Company’s fixed annuity and
interest sensitive life products and to policyholder withdrawals following a sharp and sustained
increase in interest rates; and
— The risk of mismatch between the expected duration of certain annuity liabilities and prepayment
risk and extension risk inherent in mortgage-backed securities.
A prolonged low interest rate environment may result in a lengthening of maturities of the fixed annuity and interest-sensitive life contract
holder liabilities from initial estimates, primarily due to lower policy lapses. As interest rates remain at low levels, Jackson may also have to
reinvest the cash it receives as interest or proceeds from investments that have matured or that have been sold at lower yields, reducing
its investment margins. Moreover, borrowers may prepay or redeem the securities in their investment portfolios with greater frequency
in order to borrow at lower market rates, which exacerbates this risk. The majority of Jackson’s fixed annuities, variable annuity fixed
account options and life products were designed with contractual provisions that allow crediting rates to be re-set annually, subject to
minimum crediting rate guarantees.
Jackson’s derivative programme, which is described in note C3.4(b), is used to manage the economic interest rate risk associated with
a broad range of products and equity market risk attaching to its equity-based products. Movements in equity markets, equity volatility,
interest rates and credit spreads materially affect the carrying value of derivatives that are used to manage the liabilities to policyholders
and backing investment assets. Movements in the carrying value of derivatives combined with the use of US GAAP measurement (as
‘grandfathered’ under IFRS 4) for the insurance contracts assets and liabilities, which is largely insensitive to current period market
movements, mean that the Jackson total profit (ie including short-term fluctuations in investment returns) is sensitive to market
movements. In addition to these effects the Jackson shareholders’ equity is sensitive to the impact of interest rate and credit spread
movements on the value of fixed income securities. Movements in unrealised appreciation on these securities are included as movement
in shareholders’ equity (ie outside the income statement).
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C7 Risk and sensitivity analysis continued
C7.3 US insurance operations continued
(i) Sensitivity to equity risk
Jackson had variable annuity contracts with guarantees, for which the net amount at risk (NAR) is defined as the amount of guaranteed
benefit in excess of current account value, as follows:
31 Dec 2019
Return of net deposits plus a minimum return
GMDB
GMWB – premium only
GMWB*
GMAB – premium only
Highest specified anniversary account value minus withdrawals
post-anniversary
GMDB
GMWB – highest anniversary only
GMWB*
Combination net deposits plus minimum return, highest
specified anniversary account value minus withdrawals
post-anniversary
GMDB
GMIB†
GMWB*
31 Dec 2018
Return of net deposits plus a minimum return
GMDB
GMWB – premium only
GMWB*
GMAB – premium only
Highest specified anniversary account value minus withdrawals
post-anniversary
GMDB
GMWB – highest anniversary only
GMWB*
Combination net deposits plus minimum return, highest
specified anniversary account value minus withdrawals
post-anniversary
GMDB
GMIB†
GMWB*
Minimum
return‡
%
Account
value
$m
Net amount
at risk
$m
Weighted
average
attained age
Years
Period until
expected
annuitisation
Years
0-6%
0%
0-5%‡
0%
150,576
2,753
257
37
12,547
3,232
698
0-6%
0-6%
0-8%‡
8,159
1,688
140,529
2,477
16
14
–
69
51
52
687
616
7,160
66.9 years
67.7 years
70.0 years
0.5 years
Minimum
return‡
%
Account
value
$m
Net amount
at risk
$m
Weighted
average
attained age
Years
Period until
expected
annuitisation
Years
0-6%
0%
0-5%‡
0%
125,644
2,450
251
34
10,865
2,827
682
66.5 years
67.1 years
5,652
80
25
–
1,418
400
113
0-6%
0-6%
0-8%‡
6,947
1,599
116,902
1,550
825
21,442
69.5 years
0.1 years
* Amounts shown for GMWB comprise sums for the ‘not for life’ portion (where the guaranteed withdrawal base less the account value equals to the net amount at risk (NAR)), and a ‘for
life’ portion (where the NAR has been estimated as the present value of future expected benefit payment remaining after the amount of the ‘not for life’ guaranteed benefits is zero).
† The GMIB guarantees are substantially reinsured.
‡ Ranges shown based on simple interest. The upper limits of 5 per cent or 8 per cent simple interest are approximately equal to 4.1 per cent and 6 per cent respectively, on a compound
interest basis over a typical 10-year bonus period. For example 1 + 10 x 0.05 is similar to 1.04 growing at a compound rate of 4 per cent for a further nine years. The “Combination GMWB”
category also includes benefits with a defined increase in the withdrawal percentage under pre-defined non-market conditions.
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C FINANCIAL POSITION NOTES CONTINUED
Account balances of contracts with guarantees were invested in variable separate accounts as follows:
Mutual fund type:
Equity
Bond
Balanced
Money market
Total
31 Dec 2019
$m
31 Dec 2018
$m
121,520
19,341
30,308
956
172,125
99,834
17,705
25,349
1,049
143,937
As noted above, Jackson is exposed to equity risk through the options embedded in the fixed index annuity liabilities and guarantees
included in certain variable annuity benefits as illustrated above. This risk is managed using an equity hedging programme to minimise
the risk of a significant economic impact as a result of increases or decreases in equity market levels. Jackson purchases futures and
options that hedge the risks inherent in these products, while also considering the impact of rising and falling guaranteed benefit fees.
Due to the nature of valuation under IFRS of the free-standing derivatives and the variable annuity guarantee features, this hedge, while
highly effective on an economic basis, would not automatically offset within the financial statements as the impact of equity market
movements resets the free-standing derivatives immediately while the hedged liabilities reset more slowly and fees are recognised
prospectively in the period in which they are earned. Jackson’s hedging programme is focused on managing the economic risks in the
business and protecting statutory solvency in the circumstances of large market movements. The hedging programme does not aim to
hedge IFRS accounting results, which can lead to volatility in the IFRS results in a period of significant market movements, as was seen
in 2019.
In addition to the exposure explained above, Jackson is also exposed to equity risk from its holding of equity securities, partnerships in
investment pools and other financial derivatives.
The estimated sensitivity of Jackson’s profit and shareholders’ equity to immediate increases and decreases in equity markets is
shown below. The sensitivities are shown net of related changes in DAC amortisation.
Sensitivity to equity risk – Jackson
2019 $m
2018 $m
Decrease
Increase
Decrease
Increase
of 20%
of 10%
of 20%
of 10%
of 20%
of 10%
of 20%
of 10%
Profit before tax (net of related
changes in amortisation of DAC)
Related deferred tax
Net effect on profit after tax and
shareholders’ equity*
964
(202)
256
(54)
1,848
(388)
770
(162)
1,347
(282)
544
(115)
74
(15)
(159)
33
762
202
1,460
608
1,065
429
59
(126)
* The table above has been prepared to exclude the impact of the instantaneous equity movements on the separate account fees. The sensitivity movements shown include those relating
to the fixed index annuity and the reinsurance of GMIB guarantees.
The above sensitivities assume instantaneous market movements while the actual impact on financial results would vary contingent upon
the volume of new product sales and lapses, changes to the derivative portfolio, correlation of market returns and various other factors
including volatility, interest rates and elapsed time.
The directional movements in the sensitivities reflect the hedging programme in place at 31 December 2019 and 2018 respectively.
The impacts shown under a decrease in equity markets reflect the mismatch discussed in note B1.2(ii)(a), with the gains on equity
derivatives exceeding the increase in IFRS liabilities given the measurement basis applied. Following the equity market gains during
2019, the equity call options held at 31 December 2019 act to limit losses on equity derivatives under equity market increases. If equity
markets therefore increase the main effect is a reduction in liabilities as guarantees move further out-of-the-money. The sensitivities
above reflect the actual hedging portfolio at 31 December 2019 and the nature of Jackson’s dynamic hedging programme means that the
portfolio, and hence the results of these sensitivities, will change on an ongoing basis.
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C7 Risk and sensitivity analysis continued
C7.3 US insurance operations continued
(ii) Sensitivity to interest rate risk
Except in the circumstances of interest rate scenarios where the guarantee rates included in contract terms are higher than crediting rates
that can be supported from assets held to cover liabilities, the IFRS measurement basis of fixed annuity liabilities of Jackson’s products is not
generally sensitive to interest rate risk. This position derives from the nature of the products and the US GAAP basis of measurement. The
GMWB features attached to variable annuity business (other than ‘for life’ components) are accounted for under US GAAP at fair-value
and, therefore, will be sensitive to changes in interest rates, as discount rates and fund earned rates will be updated on an ongoing basis.
Debt securities and related derivatives are marked to fair value. Value movements on derivatives, again net of related changes to
amortisation of DAC and deferred tax, are recorded within the income statement. Fair value movements on debt securities, net of related
changes to amortisation of DAC and deferred tax, are recorded within other comprehensive income. The estimated sensitivity of these items
and policyholder liabilities to a 1 per cent and 2 per cent decrease (with no floor of zero applied) and increase in interest rates is as follows:
2019 $m
2018 $m
Decrease
Increase
Decrease
Increase
of 2%
of 1%
of 2%
of 1%
of 2%
of 1%
of 2%
of 1%
Profit or loss:
Profit before tax (net of related
changes in amortisation of
DAC)
Related deferred tax
Net effect on profit after tax
Other comprehensive income:
Direct effect on carrying value of
debt securities (net of related
changes in amortisation of
DAC)
Related deferred tax
Net effect on other comprehensive
(6,238)
1,310
(2,815)
591
(4,928)
(2,224)
3,914
(822)
3,092
2,141
(450)
1,691
(4,502)
945
(3,557)
(2,188)
460
(1,728)
2,815
(591)
2,224
1,530
(321)
1,209
5,342
(1,122)
2,840
(596)
(5,342)
1,122
(2,840)
596
5,265
(1,105)
2,988
(628)
(5,265)
1,105
(2,988)
628
income
4,220
2,244
(4,220)
(2,244)
4,160
2,360
(4,160)
(2,360)
Total net effect on shareholders’
equity
(708)
20
(1,128)
(553)
603
632
(1,936)
(1,151)
These sensitivities above are shown for interest rates in isolation only and do not include other movements in credit risk that may affect
credit spreads and valuations of debt securities. Similar to the sensitivity to equity risk, the sensitivity movements provided in the table
above are at a point in time and reflect the hedging programme in place on the balance sheet date, while the actual impact on financial
results would vary contingent upon a number of factors. The increase in the magnitude of the sensitivities at 31 December 2019 mainly
reflects the lower interest rates at 31 December 2019 and the consequential reduction on assumed future separate account return, that is
based on risk-free rates under grandfathered US GAAP. This has the effect of the IFRS liability reflecting a greater potential for
policyholder payments under the variable annuity guarantees as interest rates fall. Jackson’s hedging programme is focused on
managing the economic risks in the business and protecting statutory solvency under large market movements, and does not aim to
hedge the IFRS accounting results.
(iii) Sensitivity to insurance risk
Jackson is sensitive to mortality risk, lapse risk and other types of policyholder behaviour, such as the utilisation of its GMWB product
features. Jackson’s persistency assumptions reflect a combination of recent experience for each relevant line of business and expert
judgement, especially where a lack of relevant and credible experience data exists. These assumptions vary by relevant factors, such as
product, policy duration, attained age and for variable annuity lapse assumptions, the extent to which guaranteed benefits are ‘in the
money’ relative to policy account values. Changes in these assumptions, which are assessed on an annual basis after considering recent
experience, could have a material impact on policyholder liabilities and therefore on profit before tax. Any changes in these assumptions
are recorded within short-term fluctuations in investment returns in the Group’s supplementary analysis of profit (see note B1.2).
In addition, in the absence of hedging, equity and interest rate movements can both cause a loss directly or an increased future
sensitivity to policyholder behaviour. Jackson has an extensive derivative programme that seeks to manage the exposure to such altered
equity markets and interest rates.
Note A4.1 describes the methodology applied by Jackson to amortise deferred acquisition costs. The amount of amortisation charged
in any one period is sensitive to separate account investment returns.
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C FINANCIAL POSITION NOTES CONTINUEDC7.4 Asset management and other operations
(i) Asset management
The profit for the year of asset management operations are sensitive to the level of assets under management, as this significantly affects
the value of management fees earned by the business in the current and future years. The Group’s asset management operations do not
hold significant financial investments.
(ii) Other operations
At 31 December 2019, the financial investments of the other operations are principally short-term treasury bills held by the Group’s
treasury function for liquidity purposes and so there is limited sensitivity to credit risk and interest rate movements.
C8 Tax assets and liabilities
Accounting policies on deferred tax are included in note B4.
C8.1 Current tax
At 31 December 2019, of the $492 million (31 December 2018: $476 million from continuing operations) current tax recoverable,
the majority is expected to be recovered more than twelve months after the reporting period.
At 31 December 2019, the current tax liability of $396 million (31 December 2018: $411 million from continuing operations) includes
$198 million (31 December 2018: $190 million from continuing operations) of provisions for uncertain tax matters. Further detail is
provided in note B4.
C8.2 Deferred tax
The statement of financial position contains the following deferred tax assets and liabilities in relation to:
2019 $m
Balance at
1 Jan
Demerger of
UK and Europe
operations
Movement
in income
statement
Movement
through other
compre-
hensive
income and
equity
Other
movements
including
foreign
currency
movements
Balance at
31 Dec
Deferred tax assets
Unrealised losses or gains on investments
Balances relating to investment and insurance
contracts
Short-term temporary differences
Capital allowances
Unused tax losses
Total
Deferred tax liabilities
Unrealised losses or gains on investments
Balances relating to investment and insurance
contracts
Short-term temporary differences
Capital allowances
Total
–
(16)
144
1
2,979
19
162
3,305
–
(146)
(14)
–
(160)
(1,104)
1,053
(1,276)
(2,671)
(71)
(5,122)
–
233
65
1,351
60
1,069
(3)
8
1,118
(231)
(246)
(414)
–
(891)
–
–
(15)
–
–
(15)
(713)
–
19
–
(694)
(128)
(29)
1
(1)
(16)
(173)
118
15
(14)
–
119
–
32
3,888
1
154
4,075
(877)
(1,507)
(2,847)
(6)
(5,237)
Of the short-term temporary differences of $3,888 million relating to deferred tax assets, $3,068 million relating to the US insurance
operations is expected to be recovered in line with the run off of the in-force book, and the majority of the remaining balances are
expected to be recovered within 5 years.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC8 Tax assets and liabilities continued
C8.2 Deferred tax continued
The deferred tax balances are further analysed as follows:
Asia operations
US operations
Other operations
Total continuing operations
Discontinued UK and Europe operations
Total Group
Deferred tax assets
Deferred tax liabilities
31 Dec 2019
$m
31 Dec 2018
$m
31 Dec 2019
$m
31 Dec 2018
$m
270
3,804
1
4,075
–
4,075
152
2,923
70
3,145
160
3,305
(2,146)
(3,091)
–
(5,237)
–
(5,237)
(1,601)
(2,150)
(20)
(3,771)
(1,351)
(5,122)
The taxation regimes applicable across the Group often apply separate rules to trading and capital profits and losses. The distinction
between temporary differences that arise from items of either a trading or capital nature may affect the recognition of deferred tax assets.
For the 2019 results and financial position at 31 December 2019, the following tax benefits and losses have not been recognised:
31 Dec 2019 $m
31 Dec 2018 $m
Tax benefits
Losses
Tax benefits
Losses
Trading losses
Capital losses
36
1
175
5
61
55
1
7
62
62
301
270
6
38
307
308
Continuing Discontinued
Total group
Continuing Discontinued
Total group
Of the benefit from unrecognised trading losses, $34 million will expire within the next ten years and the rest have no expiry date.
Some of the Group’s businesses are located in jurisdictions in which a withholding tax charge is incurred upon the distribution of
earnings. At 31 December 2019, deferred tax liabilities of $247 million (2018: $149 million from continuing operations) have not been
recognised in respect of such withholding taxes as the Group is able to control the timing of the distributions and it is probable that the
timing differences will not reverse in the foreseeable future.
C9 Defined benefit pension schemes
The Group has historically operated a number of defined benefit pension schemes in the UK, with all pension surplus and deficit
attributable to subsidiaries of M&G plc except for 30 per cent of the surplus attaching to the Prudential Staff Pension Scheme (PSPS),
which was allocated to Prudential plc. In preparation for the demerger of M&G plc, at 30 June 2019, the 30 per cent of surplus attaching to
PSPS was formally reallocated to M&GPrudential Services Limited. All UK schemes left the Group upon the demerger of M&G plc
and Prudential plc will incur no further costs in respect of these schemes. Outside of the UK, there are two small defined benefit schemes
in Taiwan which have negligible deficits.
C10 Share capital, share premium and own shares
Shares are classified as equity when their terms do not create an obligation to transfer assets. Amounts recorded in share capital represent
the nominal value of the shares issued. The difference between the proceeds received on issue of the shares, net of share issue costs, and
the nominal value of the shares issued, is credited to share premium. Where the Company purchases shares for the purposes of employee
incentive plans, the consideration paid, net of issue costs, is deducted from retained earnings. Upon issue or sale any consideration
received is credited to retained earnings net of related costs.
Issued shares of 5p each fully paid
2019
Number of
ordinary
shares
Share capital
$m
Share premium
$m
Number of
ordinary
shares
2018
Share capital
$m
Balance at 1 January
Shares issued under share-based schemes
Impact of change in presentation currency
2,593,044,409
8,115,540
–
Balance at 31 December
2,601,159,949
166
–
6
172
2,502
22
101
2,587,175,445
5,868,964
–
2,625
2,593,044,409
175
1
(10)
166
Share
premium
$m
2,635
22
(155)
2,502
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C FINANCIAL POSITION NOTES CONTINUEDOptions outstanding under save as you earn schemes to subscribe for shares at each year end shown below are as follows:
31 Dec 2019
31 Dec 2018
Number of
shares to
subscribe for
3,805,447
4,885,804
Share price range
from
1,104p
901p
to
Exercisable
by year
1,455p
1,455p
2025
2024
Transactions by Prudential plc and its subsidiaries in Prudential plc shares
The Group buys and sells Prudential plc shares (‘own shares’) either in relation to its employee share schemes or up until the demerger of
its UK and Europe operations via transactions undertaken by authorised investment funds that the Group is deemed to control. The cost
of own shares of $183 million at 31 December 2019 (31 December 2018: $217 million) is deducted from retained earnings. The Company
has established trusts to facilitate the delivery of shares under employee incentive plans. At 31 December 2019, 8.4 million (31 December
2018: 9.6 million) Prudential plc shares with a market value of $161 million (31 December 2018: $172 million) were held in such trusts, all
of which are for employee incentive plans. The maximum number of shares held during the year was 14.1 million which was in March
2019.
Within the trusts, shares are notionally allocated by business unit reflecting the employees to which the awards were made. On
demerger, shares allocated to M&G plc were transferred to a separate trust established by M&G plc.
The Company purchased the following number of shares in respect of employee incentive plans. The shares purchased each month
are as follows:
January
February
March
April
May
June
July
August
September
October
November
December
Total
Number
of shares
75,165
71,044
68,497
2,638,429
73,417
217,800
60,514
72,671
73,284
178,359
75,904
68,573
3,673,657
2019
Share price
Low
£
14.25
15.00
15.20
15.65
16.35
16.20
17.47
14.86
14.14
13.78
13.38
13.07
High
£
14.29
15.18
16.32
16.73
16.45
16.36
17.71
15.21
14.76
14.24
13.85
13.13
Cost*
$
1,384,926
1,390,865
1,385,182
54,052,710
1,550,109
4,484,773
1,321,427
1,318,593
1,318,767
3,148,811
1,309,146
1,178,206
Number
of shares
51,555
55,765
55,623
1,664,334
63,334
181,995
55,888
60,384
82,612
148,209
67,162
73,744
73,843,515
2,560,605
2018
Share price
Low
£
19.18
17.91
18.25
16.67
18.91
18.21
17.68
18.04
16.95
15.62
15.95
13.99
High
£
19.40
18.10
18.54
17.95
19.38
18.65
17.86
18.10
16.98
16.84
15.96
14.30
Cost*
$
1,378,409
1,402,089
1,432,155
40,997,710
1,636,433
4,432,511
1,308,608
1,404,285
1,829,814
3,223,238
1,382,514
1,323,949
61,751,715
* The cost in US dollars for the shares purchased each month shown has been calculated from the share prices in pounds sterling using the monthly average exchange rate.
Prior to the demerger of UK and Europe operations in October 2019, the Group consolidated a number of authorised investment funds
of M&G plc that hold shares in Prudential plc. In the prior year, at 31 December 2018, the total number of shares held by these funds was
3.0 million and the cost of acquiring these shares of $25 million was included in the cost of own shares. The market value of these shares
as at 31 December 2018 was $53 million. These funds were deconsolidated upon the demerger.
All share transactions were made on an exchange other than the Stock Exchange of Hong Kong.
Other than set out above, the Group did not purchase, sell or redeem any Prudential plc listed securities during 2019 or 2018.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
C11 Provisions
Provision in respect of defined benefit pension schemes C9
Other provisions note
Total provisions
Analysed as:
Continuing operations
Discontinued UK and Europe operations
Note
Analysis of movement in other provisions:
Balance at 1 January
Demerger of UK and Europe operations
Charged to income statement:
Additional provisions
Unused amounts released
Utilisation during the year
Exchange differences
Balance at 31 December
31 Dec 2019
$m
31 Dec 2018
$m
1
465
466
2019
$m
1,151
(725)
188
(7)
(154)
12
465
222
1,151
1,373
427
946
1,373
2018
$m
1,275
–
307
(24)
(349)
(58)
1,151
Other provisions for continuing operations comprise staff benefits provisions of $408 million (31 December 2018: $364 million) that are
generally expected to be paid out within the next three years and other provisions of $57 million (31 December 2018: $63 million).
C12 Capital
C12.1 Group objectives, policies and processes for managing capital
(i) Capital measure
The Group manages its Group LCSM available capital as its measure of capital. At 31 December 2019 estimated Group shareholder
LCSM available capital is $14.0 billion (31 December 2018: $13.5 billion).
(ii) External capital requirements
Following the demerger of the UK and Europe operations from Prudential plc, the Hong Kong Insurance Authority (IA) has assumed
the role of the group-wide supervisor for the Prudential Group with the Group no longer subject to Solvency II capital requirements.
Ultimately, Prudential plc will become subject to the Group Wide Supervision (GWS) framework which is currently under development
by the Hong Kong IA and is expected to be finalised in the second half of 2020.
Until Hong Kong’s GWS framework comes into force, Prudential will apply the local capital summation method (LCSM) that has been
agreed with the Hong Kong IA to determine group regulatory capital requirements (both minimum and prescribed levels). The LCSM
surplus represents the summation of available capital across local solvency regimes for regulated entities of the Group and IFRS net
assets (with some adjustments) for non-regulated entities less the summation of local statutory capital requirements across the Group,
with no allowance for diversification between business operations.
(iii) Meeting of capital management objectives
The Group minimum capital requirement has been met during 2019. Prior to the demerger of the UK and Europe operations, the Group
capital requirement was met in accordance with the Solvency II regime.
As well as holding sufficient capital to meet LCSM requirements at Group level, the Group also closely manages the cash it holds
within its central holding companies so that it can:
— Maintain flexibility, fund new opportunities and absorb shock events;
— Fund dividends; and
— Cover central costs and debt payments.
More details on holding company cash flows and balances are given in section I(iii) of the Additional unaudited financial information.
Reserve adequacy testing under a range of scenarios and dynamic solvency testing is carried out, including under certain scenarios
mandated by the US and Asia regulators.
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C FINANCIAL POSITION NOTES CONTINUED
The Group manages its assets, liabilities and capital locally, in accordance with local regulatory requirements and reflecting the different
types of liabilities in each business unit. As a result of the diversity of products offered by Prudential and the different regulatory regimes
under which it operates, the Group employs differing methods of asset/liability and capital management, depending on the business
concerned.
The sensitivity of liabilities and other components of total capital vary depending upon the type of business concerned and this
conditions the approach to asset/liability management.
C12.2 Local capital regulations
(i) Asia insurance operations
The local valuation basis for the assets, liabilities and capital requirements of significant operations in Asia are:
China JV
A risk-based capital, risk management and governance framework, known as the China Risk Oriented Solvency System (C-ROSS),
applies in China. Under C-ROSS, insurers are required to maintain a core solvency ratio (core capital over minimum capital) and a
comprehensive solvency ratio (available capital over minimum capital) of not lower than 50 per cent and 100 per cent, respectively. The
China Banking Insurance Regulatory Commission is in the process of reviewing the C-ROSS formulae and parameters. The exact timing
of updates is uncertain.
The actual capital is the difference between the admitted assets and admitted liabilities with trading and available-for-sale assets
marked-to-market and other assets at book value. Policyholder liabilities are based on a gross premium valuation method using best
estimate assumptions with a separate risk margin.
Hong Kong
The capital requirements set out in the regulations vary by underlying risk type and duration of liabilities, but are generally determined as
a percentage of mathematical reserves and capital at risk.
Mathematical reserves are based on a net premium valuation method using assumptions which include a suitable margin for
prudence. The valuation interest rate used to calculate these reserves is subject to a maximum that reflects a blend between the
risk-adjusted portfolio yield and the reinvestment yield. The approach used to determine the reinvestment yield for reserving allows for
average yields thus the impact of movements in interest rates are reflected in the valuation interest rate over time. The available capital is
based on assets that are marked-to-market. The Hong Kong IA is in the process of developing a risk-based capital framework, targeted to
be introduced by 2024, and has performed several quantitative impact studies over the past few years.
Indonesia
Solvency capital is determined using a risk-based capital approach. The available capital is based on assets that are marked-to-market,
with policyholder liabilities based on a gross premium valuation method using best estimate assumptions with a suitable margin for
prudence. Liabilities are zeroised at a policy level (i.e. negative liabilities are not permitted at a policy level). For unit-linked policies an
unearned premium reserve is established.
Malaysia
A risk-based capital framework applies in Malaysia. The local regulator, Bank Negara Malaysia (BNM), has set a Supervisory Target
Capital Level of 130 per cent below which supervisory actions of increasing intensity will be taken. Each insurer is also required to set its
own Individual Target Capital Level to reflect its own risk profile and this is expected to be higher than the Supervisory Target Capital
Level.
The available capital is based on assets that are marked-to-market, with policyholder liabilities based on a gross premium valuation
method using best estimate assumptions with a suitable margin for prudence. Liabilities are zeroised at a fund level (i.e. negative liabilities
are not permitted at a fund level). The BNM has initiated a review of its RBC framework. An exposure draft on valuation of liabilities was
issued in December 2019 to gather industry feedback. The exact timing of implementation of potential revisions is uncertain.
Market liberalisation measures were introduced by BNM in April 2009, which increases the limit from 49 per cent to 70 per cent on
foreign equity ownership for insurance companies and Takaful operators in Malaysia. A higher foreign equity limit beyond 70 per cent for
insurance companies will be considered by BNM on a case by case basis for companies who support expansion of insurance provision to
the most vulnerable in Malaysian society.
Singapore
A risk-based capital framework applies in Singapore. The regulator also has the authority to direct that the insurer satisfies additional
capital adequacy requirements in addition to those set forth under the Singapore Insurance Act if it considers such additional
requirements appropriate. The available capital is based on assets that are marked-to-market, with policyholder liabilities based on a
gross premium valuation method using best estimate assumptions with a suitable margin for prudence. Liabilities are zeroised at a policy
level (i.e. negative liabilities are not permitted at a policy level). The updated risk-based capital framework (RBC2) will come into effect on
31 March 2020.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationC12 Capital continued
C12.2 Local capital regulations continued
(ii) US insurance operations
The regulatory framework for Jackson is governed by the requirements of the US NAIC-approved Risk-Based Capital standards. Under
these requirements life insurance companies report using a formula-based capital standard, which includes components calculated by
applying after-tax factors to various asset, premium and reserve items and a separate model-based component for market risk and
interest rate risk associated primarily with variable annuity products. The 31 December 2019 Jackson local statutory results reflect early
adoption of the NAIC regulatory framework reforms at the valuation date as agreed with the Department of Insurance Financial Services
(DIFS), and Jackson’s decision not to renew its long-standing permitted practice with the DIFS, which allowed certain derivative
instruments, taken out to protect Jackson against declines in long-term interest rates, to be included at book value in the local statutory
returns. At 31 December 2019, these derivatives were held at fair value.
(iii) Asset management operations – regulatory and other surplus
Certain asset management subsidiaries of the Group are subject to local regulatory requirements. The movement in the year of the
estimated surplus regulatory capital position of those subsidiaries, combined with the movement in the IFRS basis shareholders’ funds for
unregulated asset management operations, is as follows:
Regulatory and other surplus
Balance at 1 January
Demerger of UK and Europe operations
Gains during the year
Movement in capital requirement
Capital injection
Distributions made to the parent company
Exchange and other movements
Balance at 31 December
Eastspring
Investments
374
214
(32)
20
(173)
(27)
376
2019 $m
2018 $m
US
51
24
–
(30)
(40)
1
6
M&G
846
(846)
–
–
–
–
–
–
Total asset
management
Total asset
management
1,271
(846)
238
(32)
(10)
(213)
(26)
382
1,185
–
701
(7)
135
(531)
(212)
1,271
C12.3 Transferability of available capital
For Asia, the amounts retained within the insurance companies are at levels that provide an appropriate level of capital strength in
excess of the local regulatory minimum. The businesses in Asia may, in general, remit dividends to parent entities, provided the statutory
insurance fund meets the local regulatory solvency requirements and there are sufficient statutory accounting profits. For with-profits
funds, the excess of assets over liabilities is retained within the funds, with distribution to shareholders tied to the shareholders’ share of
declared bonuses.
For Jackson, capital retention is maintained at a level consistent with an appropriate rating by Standard & Poor’s (currently rated AA-).
Jackson can pay dividends on its capital stock only out of earned surplus unless prior regulatory approval is obtained. Furthermore,
dividends that exceed the greater of statutory net gain from operations less net realised investments losses for the prior year or
10 per cent of Jackson’s prior year end statutory surplus, excluding any increase arising from the application of permitted practices,
require prior regulatory approval.
Available capital of the non-insurance business units is transferable after taking account of an appropriate level of operating capital,
based on local regulatory solvency requirements, where relevant.
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C FINANCIAL POSITION NOTES CONTINUEDC13 Property, plant and equipment
Property, plant and equipment comprise Group occupied properties and tangible assets. Following the adoption of IFRS 16 on 1 January
2019 (as described in note A3), property, plant and equipment also includes right-of-use assets for operating leases of properties
occupied by the Group and leases of equipment and other tangible assets. All property, plant and equipment, including the right-of-use
assets under operating leases, are held at cost less cumulative depreciation calculated using the straight-line method.
The Group does not have any right-of-use assets that would meet the definition of investment property. As at 31 December 2019, total
right-of-use assets comprised $569 million of property and $24 million of non-property assets, of which $18 million are attributable to
shareholders.
Extension and termination options are included in a number of property and equipment leases across the Group. These are used to
maximise operational flexibility in terms of managing the assets used in the Group’s operations. The majority of extension and termination
options held are exercisable only by the Group and not by the respective lessor. The Group assesses at lease commencement whether it
is reasonably certain to exercise the option. This assertion is revisited if there is a material change in circumstances. The undiscounted
value of lease payments beyond the break period not recognised in the lease liabilities as at 31 December 2019 is $185 million.
A reconciliation of the carrying amount of these items from the beginning of the year to the end of the year is as follows:
2019 $m
2018 $m
Balance at 1 January
Cost
Accumulated depreciation
Opening net book amount
Demerger of UK and Europe operations†
Recognition of right-of-use asset on initial
application of IFRS 16
Arising on acquisitions of subsidiaries
Additions
Depreciation and impairment charge
Disposals and transfers
Effect of movements in exchange rates
Balance at 31 December
Representing:
Cost
Accumulated depreciation
Closing net book amount
Analysed as:
Continuing operations
Discontinued operations
Group
occupied
property
Tangible
assets
Right-
of-use
assets
525
(105)
420
(143)
–
6
1
(9)
–
–
275
351
(76)
275
2,089
(714)
1,375
(1,170)
–
13
63
(77)
(11)
4
197
687
(490)
197
–
–
–
–
527
1
196
(141)
1
9
593
734
(141)
593
Group
occupied
property
Tangible
assets
496
(97)
399
–
–
6
47
(14)
(11)
(7)
1,408
(740)
668
–
–
691
339
(170)
(92)
(61)
Total
2,614
(819)
1,795
(1,313)
527
20
260
(227)
(10)
13
Total
1,904
(837)
1,067
–
–
697
386
(184)
(103)
(68)
1,065
420
1,375
1,795
1,772
(707)
1,065
525
(105)
420
277
143
420
2,089
(714)
1,375
205
1,170
1,375
2,614
(819)
1,795
482
1,313
1,795
The Group has non-cancellable property subleases which have been classified as operating leases in 2019 under IFRS 16. The sublease
rental income received for the leases is $11 million in 2019.
Tangible assets from continuing operations
At 31 December 2019, of the $197 million (31 December 2018: $205 million) tangible assets, $83 million (31 December 2018: $94 million)
were held by the Group’s with-profits businesses.
Capital expenditure: property, plant and equipment by segment
The capital expenditure in 2019 of $64 million (2018: $386 million of which $133 million related to continuing operations) arose as follows:
$44 million (2018: $69 million) in Asia and $5 million (2018: $62 million) in US with the remaining balance of $15 million (2018: $2 million)
arising from unallocated corporate expenditure.
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D1 Gain (loss) on disposal of business and corporate transactions
Income and expenses of entities sold during the period are included in the income statement up to the date of disposal. The gain or loss
on disposal is calculated as the difference between sale proceeds net of selling costs, less the net assets of the entity at the date of
disposal, adjusted for foreign exchange movements attaching to the sold entity that are required to be recycled to the income statement
under IAS 21.
D1.1 Gain (loss) on disposal of business
Gain on disposals note (i)
Other transactions note (ii)
Total gain (loss) on disposal of business from continuing operations
2019 $m
2018 $m
265
(407)
(142)
–
(107)
(107)
Notes
(i)
(ii)
In 2019, the $265 million gain on disposals principally relates to profits arising from a reduction in the Group’s stake (from 26 per cent to 22 per cent) in its associate in India, ICICI
Prudential Life Insurance Company, and the disposal of Prudential Vietnam Finance Company Limited, a wholly owned subsidiary that provides consumer finance.
In 2019, the $(407) million other transactions reflects costs related to the demerger of M&G plc from Prudential plc. These include the following amounts:
– $(78) million transaction related costs, principally fees to advisors;
– $(182) million being the fee paid to the holders of two subordinated debt instruments as discussed in note C6.1(i); and
– $(147) million for one-off costs arising from the separation of the M&G plc business from Prudential plc.
In 2018, the $(107) million other transactions primarily related to exiting the NPH broker-dealer business in the US and costs related to the preparation for the demerger of M&G plc.
D1.2 Other corporate transactions
Acquisition of Thanachart Fund Management Co., Ltd. in Thailand
On 27 December 2019, the Group completed its acquisition of 50.1 per cent of Thanachart Fund Management Co., Ltd. (TFUND) from
Thanachart Bank Public Company Ltd. (TBANK) and Government Savings Bank, with TBANK holding the remaining 49.9 per cent stake
of TFUND. The acquisition complements the Group’s purchase of 65 per cent of TMB Asset Management, now TMBAM Eastspring,
in September 2018.
The terms of the sale agreement include an option for the Group to increase its ownership to 100 per cent in the future. The Group has
recognised, in line with IFRS, a financial liability and a reduction in shareholders’ equity of $130 million as of the acquisition date for the
option, being the discounted expected consideration payable for the remaining 49.9 per cent.
The fair value of the acquired assets, assumed liabilities and resulting goodwill are shown in the table below:
Assets
Other assets
Cash and cash equivalents
Total assets
Other liabilities
Non-controlling interests*
Net assets acquired and liabilities assumed
Goodwill arising on acquisition*
Purchase consideration
$m
28
2
30
(7)
(141)
(118)
260
142
* The goodwill on acquisition of $260 million is mainly attributable to the expected benefits from new customers and synergies. Refer to note C5.1 for changes to the carrying amount of
goodwill during the year. The Group has chosen to apply the full goodwill method under IFRS 3, ‘Business Combinations’ for this acquisition, with non-controlling interests being
measured at fair value on the acquisition date.
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D2 Discontinued UK and Europe operations
On 21 October 2019, the Group completed the demerger of its UK and Europe operations (M&G plc) from the Group, resulting in two
separately listed companies. The Group’s UK and Europe operations have been reclassified as discontinued operations in these
consolidated financial statements in accordance with IFRS 5 ‘Non-current assets held for sale and discontinued operations’.
The results and cash flows for the discontinued UK and Europe operations presented in the consolidated financial statements for the
period of ownership up to the demerger in October 2019 are analysed below.
Income statement
Earned premiums, net of reinsurance
Investment return and other income note (1)
Total revenue, net of reinsurance
Benefits and claims and movement in unallocated surplus of with-profits funds, net of reinsurance
Acquisition costs and other expenditure
Total charges, net of reinsurance
Discontinued UK and Europe operations’ profit before tax
Re-measurement of the UK and Europe operations on demerger note (2)
Cumulative exchange loss recycled from other comprehensive income
(Loss) profit before tax
Tax (charge) credit note (3)
2019 $m
10,920
22,292
33,212
(26,975)
(4,143)
(31,118)
2,094
188
(2,668)
(386)
(775)
2018 $m
(101)
(2,386)
(2,487)
6,645
(3,296)
3,349
862
–
–
862
280
(Loss) profit for the year from discontinued operations
(1,161)
1,142
Notes
(1)
(2)
(3)
Includes share of profits from joint ventures and associates, net of related tax.
The re-measurement of the discontinued UK and Europe operations on demerger reflects the difference between the fair value of the UK and Europe operations and its net assets
at the date of the demerger.
The tax (charge) credit wholly relates to the tax on the ordinary profits of the discontinued UK and Europe operations.
Other comprehensive income
Cumulative exchange loss recycled through profit or loss
Other items, net of related tax
Other comprehensive income for the year from discontinued operations, net of related tax
2019 $m
2018 $m
2,668
203
2,871
–
(605)
(605)
The profit and other comprehensive income for the period from the discontinued UK and Europe operations were wholly attributable to
the equity holders of the Company.
Cash flows
Cash flows from operating activities
Cash flows from investing activities
Cash flows from financing activities*
Cash and cash equivalents divested on demerger
Net cash flows in the year
Net cash flows between discontinued and continuing operations*
Cash and cash equivalents at beginning of year
Effect of exchange rate changes on cash and cash equivalents
Cash and cash equivalents on the consolidated statement of financial position at end of year
2019 $m
2018 $m
2,375
(454)
–
(7,611)
(5,690)
(436)
6,048
78
–
5
(478)
(137)
–
(610)
(842)
7,857
(357)
6,048
* The net cash flows between discontinued and continuing operations represents the net cash paid for dividend and other items from discontinued operations to continuing operations. In
2019, the net cash flows of $(436) million primarily include pre-demerger dividend of $(3,841) million, other dividends of $(684) million offset by payment for the transfer of debt to M&G
plc from Prudential plc prior to the demerger of $4,161 million.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationD3 Contingencies and related obligations
Litigation and regulatory matters
The Group is involved in various litigation and regulatory proceedings. These may from time to time include class actions involving
Jackson. While the outcome of such litigation and regulatory issues cannot be predicted with certainty, the Company believes that their
ultimate outcome will not have a material adverse effect on the Group’s financial condition, results of operations or cash flows.
Guarantees
Guarantee funds in the US provide for payments to be made to policyholders on behalf of insolvent life insurance companies and are
financed by payments assessed on solvent insurance companies based on location, volume and type of business. The estimated reserve
for future guarantee fund assessments is not significant. The directors believe that sufficient provision has been made on the balance
sheet for all anticipated payments for known insolvencies.
The Group has provided other guarantees and commitments to third-parties entered into in the normal course of business but the
Group does not consider that the amounts involved are significant.
Intra-group capital support arrangements
Prudential has put in place intra-group arrangements to formalise undertakings by Prudential to the regulators of the Hong Kong
subsidiaries regarding their solvency levels.
D4 Post balance sheet events
Dividends
The 2019 second interim ordinary dividend approved by the Board of Directors after 31 December 2019 is as described in note B6.
Coronavirus outbreak
The novel coronavirus outbreak, with thousands of cases reported in 2020 to date and the virus spreading to countries across Asia and
the world, has disrupted the activity in the markets in which the Group operates, in particular Hong Kong and mainland China, and
adversely impacted the economic conditions in the year to date. Given these conditions, lower levels of new business activity in affected
markets are to be expected. Further details on the Group capital position are set out in note I(i) of the Additional unaudited financial
information.
The Group continues to monitor closely the development of the coronavirus outbreak and its impact on market conditions. If current
economic conditions persist, management could take additional actions to mitigate the impact. These actions include, but are not limited
to, rebalancing investment portfolios, further market risk hedging, increased use of reinsurance, repricing of in-force benefits, changes to
new business pricing and the mix of new business being sold.
It is not practicable to quantify the potential financial effect of the outbreak on the Group at this stage.
D5 Related party transactions
Transactions between the Company and its subsidiaries are eliminated on consolidation.
The Company has transactions and outstanding balances with certain unit trusts, Open-Ended Investment Companies (OEICs),
collateralised debt obligations and similar entities that are not consolidated and where a Group company acts as manager, which are
regarded as related parties for the purposes of IAS 24. The balances are included in the Group’s statement of financial position at fair
value or amortised cost in accordance with IAS 39 classifications. The transactions are included in the income statement and include
amounts paid on issue of shares or units, amounts received on cancellation of shares or units and amounts paid in respect of the periodic
charge and administration fee.
In addition, there are no material transactions between the Group’s joint ventures and associates, which are accounted for on an
equity method basis, and other Group companies.
Key management personnel of the Company, as described in note B2.3, may from time to time purchase insurance, asset
management or annuity products marketed by Group companies in the ordinary course of business on substantially the same terms as
those prevailing at the time for comparable transactions with other persons.
In 2019 and 2018, other transactions with key management personnel were not deemed to be significant both by virtue of their size
and in the context of the individuals’ financial positions. All of these transactions were on terms broadly equivalent to those that prevailed
in arm’s length transactions.
Additional details on the Directors’ interests in shares, transactions or arrangements are given in the Directors’ remuneration report.
Key management remuneration is disclosed in note B2.3.
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D OTHER INFORMATION CONTINUEDD6 Commitments
The Group has provided, from time to time, certain guarantees and commitments to third parties.
At 31 December 2019, Asia operations had unfunded commitments of $2,013 million (31 December 2018: $1,554 million) primarily
related to investments in infrastructure funds and alternative investment funds. At 31 December 2019, Jackson had unfunded
commitments of $889 million (31 December 2018: $846 million) related to investments in limited partnerships and $796 million
(31 December 2018: $440 million) related to commercial mortgage loans and other fixed income securities. These commitments
were entered into in the normal course of business and a material adverse impact on the operations is not expected to arise from them.
D7 Investments in subsidiary undertakings, joint ventures and associates
(a) Basis of consolidation
The Group consolidates those investees it is deemed to control. The Group has control over an investee if all three of the following are
met: (1) it has power over an investee; (2) it is exposed to, or has rights to, variable returns from its involvement with the investee; and (3) it
has ability to use its power over the investee to affect its own returns.
(i) Subsidiaries
Subsidiaries are those investees that the Group controls. The majority of the Group’s subsidiaries are corporate entities, but the Group’s
insurance operations also invest in a number of limited partnerships.
The Group performs a re-assessment of consolidation whenever there is a change in the substance of the relationship between the
Group and an investee. Where the Group is deemed to control an entity it is treated as a subsidiary and its results, assets and liabilities are
consolidated. Where the Group holds a minority share in an entity, with no control over the entity, the investments are carried at fair value
through profit or loss within financial investments in the consolidated statement of financial position.
(ii) Joint ventures and associates
Joint ventures are joint arrangements arising from a contractual agreement whereby the Group and other investors have joint control of
the net assets of the arrangement. In a number of these arrangements, the Group’s share of the underlying net assets may be less than
50 per cent but the terms of the relevant agreement make it clear that control is jointly exercised between the Group and the third party.
Associates are entities over which the Group has significant influence, but it does not control. Generally it is presumed that the Group has
significant influence if it holds between 20 per cent and 50 per cent voting rights of the entity.
With the exception of those referred to below, the Group accounts for its investments in joint ventures and associates by using the
equity method of accounting. The Group’s share of profit or loss of its joint ventures and associates is recognised in the income statement
and its share of movements in other comprehensive income is recognised in other comprehensive income. The equity method of
accounting does not apply to investments in associates and joint ventures held by the Group’s insurance or investment funds. This
includes venture capital business, mutual funds and unit trusts and which, as allowed by IAS 28, ‘Investments in Associates and Joint
Ventures’, are carried at fair value through profit or loss.
(iii) Structured entities
Structured entities are those that have been designed so that voting or similar rights are not the dominant factor in deciding who controls
the entity. Voting rights relate to administrative tasks. Relevant activities are directed by means of contractual arrangements. The Group
invests in structured entities such as:
— Collective investment schemes;
— Limited partnerships;
— Variable interest entities;
— Investment vehicles within separate accounts offered through variable annuities;
— Collateralised debt obligations;
— Mortgage-backed securities; and
— Similar asset-backed securities.
Collective investment schemes
The Group invests in collective investment schemes, which invest mainly in equities, bonds, cash and cash equivalents, and properties.
The Group’s percentage ownership in these entities can fluctuate on a daily basis according to the participation of the Group and other
investors in them.
— Where the entity is managed by a Group asset manager, and the Group’s ownership holding in the entity exceeds 50 per cent,
the Group is judged to have control over the entity.
— Where the entity is managed by a Group asset manager, and the Group’s ownership holding in the entity is between 20 per cent and
50 per cent, the facts and circumstances of the Group’s involvement in the entity are considered, including the rights to any fees
earned by the asset manager from the entity, in forming a judgement as to whether the Group has control over the entity.
— Where the entity is managed by a Group asset manager, and the Group’s ownership holding in the entity is less than 20 per cent,
the Group is judged to not have control over the entity.
— Where the entity is managed by an asset manager outside the Group, an assessment is made of whether the Group has existing rights
that gives it the ability to direct the current activities of the entity and therefore control the entity. In assessing the Group’s ability to
direct an entity, the Group considers its ability relative to other investors. The Group has a limited number of investment funds where
it considers it has such ability.
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Where the Group is deemed to control these entities, they are treated as a subsidiary and are consolidated, with the interests of investors
other than the Group being classified as liabilities, and appear as net asset value attributable to unit holders of consolidated
investment funds.
Where the Group does not control these entities (as it is deemed to be acting as an agent) and they do not meet the definition
of associates, they are carried at fair value through profit or loss within financial investments in the consolidated statement
of financial position.
Where the Group’s asset manager sets up investment funds as part of asset management operations, the Group’s interest is limited
to the administration fees charged to manage the assets of such entities. With no participation in these entities, the Group does not retain
risks associated with investment funds. For these investment funds, the Group is not deemed to control the entities but to be acting
as an agent.
The Group generates returns and retains the ownership risks in investment vehicles commensurate to its participation and does not
have any further exposure to the residual risks of these investment vehicles.
Jackson’s separate account assets
These are investment vehicles that invest contract holders’ premiums in equity, fixed income, bonds and money market mutual funds.
The contract holder retains the underlying returns and the ownership risks related to the underlying investments. The shareholder’s
economic interest in separate accounts is limited to the administrative fees charged. The separate accounts are set up as separate regulated
entities governed by a Board of Governors or trustees for which the majority of the members are independent of Jackson or any affiliated
entity. The independent members are responsible for any decision making that impacts contract holders’ interest and govern the
operational activities of the entities’ advisers, including asset managers. Accordingly, the Group does not control these vehicles. These
investments are carried at fair value through profit or loss within financial investments in the consolidated statement of financial position.
Limited partnerships
The Group’s insurance operations invest in a number of limited partnerships, either directly or through unit trusts, through a mix of capital
and loans. These limited partnerships are managed by general partners, in which the Group holds equity. Such interest in general partners
and limited partnerships provide the Group with voting and similar rights to participate in the governance framework of the relevant
activities in which limited partnerships are engaged in. Accounting for the limited partnerships as subsidiaries, joint ventures, associates
or other financial investments depends on the terms of each partnership agreement and the shareholdings in the general partners.
Other structured entities
The Group holds investments in mortgage-backed securities, collateralised debt obligations and similar asset-backed securities,
the majority of which are actively traded in a liquid market.
The Group consolidates the vehicles that hold the investments where the Group is deemed to control the vehicles. When assessing
control over the vehicles, the factors considered include the purpose and design of the vehicle, the Group’s exposure to the variability
of returns and the scope of the Group’s ability to direct the relevant activities of the vehicle including any kick-out or removal rights
that are held by third parties. The outcome of the control assessment is dependent on the terms and conditions of the respective
individual arrangements.
The majority of such vehicles are not consolidated. In these cases the Group is not the sponsor of the vehicles in which it holds investments
and has no administrative rights over the vehicles’ activities. The Group generates returns and retains the ownership risks commensurate
to its holding and its exposure to the investments. Accordingly the Group does not have power over the relevant activities of such vehicles
and all are carried at fair value through profit or loss within financial investments in the consolidated statement of financial position.
The table below provides aggregate carrying amounts of the investments in unconsolidated structured entities reported in the Group’s
statement of financial position:
Statement of financial position line items
Equity securities and holdings in collective
investment schemes
Debt securities
Total
31 Dec 2019 $m
31 Dec 2018 $m
Investment
funds
Separate
account
assets
Other
structured
entities
Investment
funds
Separate
account
assets
Other
structured
entities
23,620
–
23,620
195,070
–
195,070
–
6,574
6,574
27,021
–
27,021
163,301
–
163,301
–
14,113
14,113
The Group generates returns and retains the ownership risks in these investments commensurate to its participation and does not have
any further exposure to the residual risks or losses of the investments or the vehicles in which it holds investments.
As at 31 December 2019, the Group does not have an agreement, contractual or otherwise, or intention to provide financial support
to structured entities that could expose the Group to a loss.
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D OTHER INFORMATION CONTINUED(a) Dividend restrictions and minimum capital requirements
Certain Group subsidiaries and joint ventures are subject to restrictions on the amount of funds they may transfer in the form of cash
dividends or otherwise to the parent company.
Under UK company law, UK companies can only declare dividends if they have sufficient distributable reserves.
Jackson is subject to state laws that limit the dividends payable to its parent company based on statutory capital, surplus and prior year
earnings. Dividends in excess of these limitations require prior regulatory approval.
The Group’s subsidiaries, joint ventures and associates in Asia may remit dividends to the Group, in general, provided the statutory
insurance fund meets the capital adequacy standard required under local statutory regulations and has sufficient distributable reserves.
For further details on local capital regulations in Asia please refer to note C12.2.
(b) Investments in joint ventures and associates
The Group has shareholder-backed joint venture insurance and asset management businesses in China with CITIC Group and a joint
venture asset management business in India with ICICI Bank. In addition, there is an asset management joint venture in Hong Kong with
Bank of China International Holdings Limited (BOCI) and Takaful insurance joint venture in Malaysia.
For the Group’s joint ventures that are accounted for by using the equity method, the net of tax results of these operations are
included in the Group’s profit before tax.
The Group’s associates, which are also accounted for under the equity method, include the Indian insurance entity (with the majority
shareholder being ICICI Bank). In addition, the Group has investments in collective investment schemes, funds holding collateralised
debt obligations, property funds where the Group has significant influence. As allowed under IAS 28, these investments are accounted
for on a fair value through profit or loss basis. The aggregate fair value of associates accounted for at fair value through profit or loss,
where there are published price quotations, is approximately $0.7 billion at 31 December 2019 (31 December 2018: $0.1 billion from
continuing operations).
For joint ventures and associates accounted for using the equity method, the 12 months financial information of these investments up
to 31 December 2019 (covering the same period as that of the Group) has been used in these consolidated financial statements.
The Group’s share of the profits (including short-term fluctuations in investment returns), net of related tax, and carrying amount of
interest in joint ventures and associates, which are equity accounted as shown in the consolidated income statement at 31 December
2019 is $397 million (2018: $319 million) for shareholder-backed business and comprises the following:
Share of profits from joint ventures and associates, net of related tax
2019 $m
2018 $m
Asia insurance operations
Asia asset management operations
Total segment and Group total
291
106
397
238
81
319
There is no other comprehensive income in the joint ventures and associates. There has been no unrecognised share of losses of a joint
venture or associate that the Group has stopped recognising in the total income.
The Group’s interest in joint ventures gives rise to no contingent liabilities or capital commitments that are material to the Group.
(c) Related undertakings
In accordance with Section 409 of the Companies Act 2006 a list of Prudential Group’s subsidiaries, joint ventures, associates and
significant holdings (being holdings of more than 20 per cent) along with the classes of shares held, the registered office address and the
country of incorporation and the effective percentage of equity owned at 31 December 2019 is disclosed below.
The definitions of a subsidiary undertaking, joint venture and associate in accordance with the Companies Act 2006 are different from
the definition under IFRS. As a result, the related undertakings included within the list below may not be the same as the undertakings
consolidated in the Group IFRS financial statements. The Group’s consolidation policy is described in note A3.1(b). The Group also
operates through branches. At 31 December 2019, there is no significant branch outside the UK.
Direct subsidiary undertakings of the parent company, Prudential plc (shares held directly or via nominees)
Name of entity
Prudential Corporation Asia Limited
Classes of
shares held
Proportion
held
OS
100.00%
Registered office address and country of incorporation
13th Floor, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
Prudential Group Holdings Limited
OS
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
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(c) Related undertakings continued
Other subsidiaries, joint ventures, associates and significant holdings of the Group – no shares held directly
by the parent company, Prudential plc or its nominees:
Name of entity
95th Avenue Retail Building, LLC
Aberdeen Standard Cash Creation Fund
Aberdeen Standard Singapore Equity
Aberforth Standard Global Opportunities Fund
Allied Life Brokerage Agency, Inc
AMUNDI FTSE China A50 Index ETF
BeGeneral Insurance S.A.
BeLife Insurance S.A.
Beneficial General Insurance S.A.
Beneficial Life Insurance S.A.
Beneficial Life Insurance S.A.
BOCHK Aggressive Growth Fund
BOCHK Asia Pacific Equity Fund
BOCHK Balanced Growth Fund
BOCHK China Equity Fund
BOCHK Conservative Growth Fund
BOCHK Hong Kong Equity Fund
BOCHK US Dollar Money Market Fund
BOCI-Prudential Asset Management Limited
BOCI-Prudential Trustee Limited
Brier Capital LLC
Brooke (Holdco 1) Inc
Brooke Life Insurance Company
Centre Capital Non-Qualified Investors IV AIV Orion, LP
Centre Capital Non-Qualified Investors IV AIV-RA, L.P.
Centre Capital Non-Qualified Investors IV, L.P.
Centre Capital Non-Qualified Investors V AIV-ELS LP
Centre Capital Non-Qualified Investors V LP
CEP IV-A Chicago AIV LP
CEP IV-A CWV AIV LP
CEP IV-A Davenport AIV LP
CEP IV-A Indy AIV LP
CEP IV-A NMR AIV LP
CEP IV-A WBCT AIV LP
CITIC-CP Asset Management Co., Ltd.
CITIC-Prudential Fund Management Company Limited
CITIC-Prudential Life Insurance Company Limited
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
MI
U
U
U
LPI
U
OS
OS
OS
OS
OS
U
U
U
U
U
U
U
OS
OS
OS
OS
OS
LPI
LPI
LPI
LPI
LPI
LPI
LPI
LPI
LPI
LPI
LPI
MI
MI
MI
100.00%
901 S., Ste. 201, Second St., Springfield, IL, 62704-7909, USA
34.16%
28th Floor Bangkok City Tower, 179 South Sathorn Road,
Thungmahamek, Sathorn, Bangkok 10120, Thailand
60.44%
20 Collyer Quay, #01-01, Singapore 049319
28.46%
100.00%
400 East Court Avenue, Des Moines, IA 50309, USA
38.67%
90, boulevard Pasteur, 75015 Paris - France
Immeuble WOODIN Center 1st Floor, Avenue Nogues, Plateaux, Abidjan,
Cote d’Ivoire
51.00%
50.93%
50.04%
1944 Blvd de la République, BP 2328, Douala, Cameroon
51.00%
50.99%
2963 Rue De La Chance Agbalepedogan, P.B. 1115, Lome, Togo
65.61%
27/F., Bank of China Tower, 1 Garden Road, Hong Kong
26.29%
55.31%
71.35%
55.24%
21.94%
34.85%
36.00%
36.00%
12/F & 25/F, Citicorp Centre, 18 Whitfield Road, Causeway Bay,
Hong Kong
100.00%
1 Corporate Way, Lansing, MI 48951, USA
100.00%
1105 North Market Street, Suite 1300, Wilmington, DE 19801, USA
100.00%
1 Corporate Way, Lansing, MI 48951, USA
27.47%
2711 Centreville Road, Suite 400, Wilmington, DE 19808, USA
44.55%
27.16%
36.58%
37.66%
23.93%
615 South Dupont Highway, Dover, DE 19901, USA
23.97%
850 New Burton Road, Suite 201, Dover, DE 19904, USA
23.94%
615 South Dupont Highway, Dover, DE 19901, USA
23.94%
23.94%
23.94%
26.95%
49.00%
50.00%
Room 101-2, No.128 North Zhangjiabang Road, Pudong District,
Shanghai, China
Level 9, HSBC Building, Shanghai IFC, 8 Century Avenue, Pudong,
Shanghai, China
0507-0510, 1601-1616, East Tower, World Financial Centre, No.1 East
Third Ring Middle Road, Chaoyang District, Beijing, 100020, China
Clairvest Equity Partners IV-A LP
LPI
23.90%
22 St Clair Avenue East, Suite 1700, Toronto, ON M4T 2S3, Canada
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D OTHER INFORMATION CONTINUEDEastspring Asset Management Korea Co. Ltd.
OS
100.00%
Key to share classes:
LBG
LPI
MI
MFS
NSB
OS
PI
PS
U
Limited by Guarantee
Limited Partnership Interest
Membership Interest
Mutual Fund Shares
Non-stock basis
Ordinary Shares
Partnership Interest
Preference Shares
Units
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
100.00%
1 Corporate Way, Lansing, MI 48951, USA
Level 25, Menara Hong Leong, No. 6 Jalan Damanlela, Bukit Damansara,
50490 Kuala Lumpur, Malaysia
15th Floor, Shinhan Investment Tower, 70 Yoidae-ro, Yeungdeungpo-gu,
Seoul 07325, Korea
Goodmorning Shinhan Tower 15F Yeoido Dong 23-2, Yeungdeungpo-gu,
Seoul 150-010, Korea
100.00%
100.00%
71.97%
99.46%
OS
OS
OS
U
U
PI
U
90.00%
PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands
99.99%
26, Boulevard Royal, L-2449, Luxembourg
U
OS
100.00%
100.00%
Unit 306-308, 3/F Azia Center, 1233 Lujiazui Ring Road, China
(Shanghai) Pilot Free Trade Zone, China
U
U
U
U
U
U
U
73.57%
26, Boulevard Royal, L-2449, Luxembourg
98.72%
82.24%
36.63%
99.85%
61.01%
49.96%
Name of entity
Curian Capital, LLC
Curian Clearing LLC (Michigan)
Eastspring Al-Wara’ Investments Berhad
Eastspring Global Smart Beta EMP Securities Investment
Trust (H)
Eastspring Global Smart Beta EMP Securities Investor
Trust (USD)
Eastspring Infrastructure Debt Fund L.P.
Eastspring Investment Asia Real Estate Multi Asset
Income Fund
Eastspring Investment Asia Sustainable Bond Fund
Eastspring Investment Management (Shanghai)
Company Limited
Eastspring Investments - Global Growth Equity Fund
Eastspring Investments - Global Low Volatility
Equity Fund
Eastspring Investments - Global Technology Fund
Eastspring Investments - India Discovery Fund
Eastspring Investments- Japan Fundamental Value Fund
Eastspring Investments - Pan European Fund
Eastspring Investments - US High Yield Bond Fund
Eastspring Investments (Hong Kong) Limited
OS
100.00%
13th Floor, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
Eastspring Investments (Luxembourg) SA
Eastspring Investments (Singapore) Limited
Eastspring Investments Asia Oceania High Dividend
Equity Fund
Eastspring Investments Asia Oceania U&I Bond Fund
Eastspring Investments Asia Pacific Equity Fund
Eastspring Investments Asian Bond Fund
Eastspring Investments Asian Dynamic Fund
Eastspring Investments Asian Equity Fund
Eastspring Investments Asian Equity Income Fund
Eastspring Investments Asian High Yield Bond Fund
Eastspring Investments Asian High Yield Bond MY Fund
Eastspring Investments Asian Infrastructure Equity Fund
Eastspring Investments Asian Investment Grade
Bond Fund
Eastspring Investments Asian Low Volatility Equity Fund
Eastspring Investments Asian Multi Factor Equity Fund
Eastspring Investments Asian Property Securities Fund
Eastspring Investments Berhad
OS
OS
U
U
U
U
U
U
U
U
U
U
U
U
U
U
100.00%
26 Boulevard Royal, L-2449, Luxembourg
10 Marina Boulevard, #32-01, Marina Bay Financial Centre Tower 2,
Singapore 018983
Eastspring Investments Limited, Marunouchi Park Bldg., 2-6-1
Marunochi, Chiyoda-ku, Tokyo, Japan 100-6905
100.00%
100.00%
99.93%
99.99%
26, Boulevard Royal, L-2449, Luxembourg
53.60%
92.59%
85.19%
78.33%
39.86%
86.36%
Eastspring Investments Berhad, Level 22, Menara Prudential, Persiaran
TRX Barat, 55188 Tun Razak Exchange, Kuala Lumpur, Malaysia
50.78%
26, Boulevard Royal, L-2449, Luxembourg
99.93%
97.27%
100.00%
97.72%
OS
100.00%
Level 25, Menara Hong Leong, No. 6 Jalan Damanlela, Bukit Damansara,
50490 Kuala Lumpur, Malaysia
Eastspring Investments China A Shares Growth Fund
Eastspring Investments Dragon Peacock Fund
Eastspring Investments Emerging Markets Star Players
U
U
U
100.00%
26, Boulevard Royal, L-2449, Luxembourg
53.18%
36.99%
Eastspring Investments Limited, Marunouchi Park Bldg., 2-6-1
Marunochi, Chiyoda-ku, Tokyo, Japan 100-6905
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationD7 Investments in subsidiary undertakings, joint ventures and associates continued
(c) Related undertakings continued
Other subsidiaries, joint ventures, associates and significant holdings of the Group – no shares held directly
by the parent company, Prudential plc or its nominees: continued
Name of entity
Eastspring Investments Equity Income Fund
Eastspring Investments European Inv Grade Bond Fund
Eastspring Investments Fund Management Limited
Liability Company
Eastspring Investments Global Emerging Markets
Bond Fund
Eastspring Investments Global Equity Navigator Fund
Eastspring Investments Global Market Navigator Fund
Eastspring Investments Global Multi Asset Income Plus
Growth Fund
Eastspring Investments Greater China Equity Fund
Eastspring Investments Hong Kong Equity Fund
Eastspring Investments Incorporated
Eastspring Investments India Consumer Equity
Open Limited
Eastspring Investments India Equity Fund
Eastspring Investments India Equity Open
(Asset Growth Type)
Eastspring Investments India Equity Open Limited
Eastspring Investments India Infrastructure Equity
Open Limited
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
U
U
MI
U
U
U
U
U
U
OS
OS
U
U
OS
OS
20.89%
Eastspring Investments Berhad, Level 22, Menara Prudential, Persiaran
TRX Barat, 55188 Tun Razak Exchange, Kuala Lumpur, Malaysia
99.28%
26, Boulevard Royal, L-2449, Luxembourg
100.00%
23rd Floor, Saigon Trade Center, 37 Ton Duc Thang Street, District 1,
Ho Chi Minh City, Vietnam
97.03%
26, Boulevard Royal, L-2449, Luxembourg
100.00%
99.68%
99.99%
95.19%
93.10%
100.00%
874 Walker Road, Suite C, Dover, DE 19904, USA
100.00%
3rd Floor, 355 NEX, Rue du Savoir, Cybercity Ebene 72201, Mauritius
68.69%
26, Boulevard Royal, L-2449, Luxembourg
28.90%
Eastspring Investments Limited, Marunouchi Park Bldg., 2-6-1
Marunochi, Chiyoda-ku, Tokyo, Japan 100-6905
100.00%
3rd Floor, 355 NEX, Rue du Savoir, Cybercity Ebene 72201, Mauritius
100.00%
Eastspring Investments Japan Dynamic MY Fund
U
27.65%
Eastspring Investments Berhad, Level 22, Menara Prudential, Persiaran
TRX Barat, 55188 Tun Razak Exchange, Kuala Lumpur, Malaysia
Eastspring Investments Limited
OS
100.00% Marunouchi Park Building, 6-1 Marunouchi 2-chome, Chiyoda-Ku,
Tokyo, Japan
Eastspring Investments MY Focus Fund
Eastspring Investments North America Value Fund
U
U
21.40%
Eastspring Investments Berhad, Level 22, Menara Prudential, Persiaran
TRX Barat, 55188 Tun Razak Exchange, Kuala Lumpur, Malaysia
99.84%
26, Boulevard Royal, L-2449, Luxembourg
Eastspring Investments Services Pte. Ltd.
OS
100.00%
10 Marina Boulevard, #32-01, Marina Bay Financial Centre, Singapore
018983
Eastspring Investments SICAV-FIS – Alternative
Investments Fund
Eastspring Investments SICAV-FIS – Asia Pacific
Loan Fund
Eastspring Investments SICAV-FIS Universal USD
Bond Fund
Eastspring Investments SICAV-FIS Universal USD
Bond II Fund
Eastspring Investments Unit Trust – Dragon
Peacock Fund
Eastspring Investments US Bond Fund
Eastspring Investments US Corporate Bond Fund
Eastspring Investments US High Inv Grade Bond Fund
Eastspring Investments US Investment Grade
Bond Fund
Eastspring Investments US Strategic Income Bond Fund
Eastspring Investments US Total Return Bond Fund
U
U
U
U
U
U
U
U
U
U
U
100.00%
26, Boulevard Royal, L-2449, Luxembourg
100.00%
100.00%
100.00%
97.59%
10 Marina Boulevard, #32-01, Marina Bay Financial Centre, Singapore
018983
27.84%
26, Boulevard Royal, L-2449, Luxembourg
70.82%
91.67%
45.41%
100.00%
100.00%
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D OTHER INFORMATION CONTINUEDKey to share classes:
LBG
LPI
MI
MFS
NSB
OS
PI
PS
U
Limited by Guarantee
Limited Partnership Interest
Membership Interest
Mutual Fund Shares
Non-stock basis
Ordinary Shares
Partnership Interest
Preference Shares
Units
Registered office address and country of incorporation
10 Marina Boulevard, #32-01, Marina Bay Financial Centre,
Singapore 018983
23rd Floor, Saigon Trade Center Building, 37 Ton Duc Thang Street,
Ben Nghe Ward, District 1, Ho Chi Minh City, Vietnam
Name of entity
Eastspring Investments UT Singapore ASEAN
Equity Fund
Eastspring Investments UT Singapore Select Bond Fund
Eastspring Investments Vietnam Navigator Fund
Eastspring Investments World Value Equity Fund
Classes of
shares held
Proportion
held
99.76%
77.80%
71.42%
U
U
U
U
92.88%
26, Boulevard Royal, L-2449, Luxembourg
Eastspring Overseas Investment Fund Management
(Shanghai) Company Limited
OS
100.00%
Unit 306-308, 3/F., 1233 Lujiazui Ring Road, China (Shanghai) Pilot Free
Trade Zone, China
Eastspring Real Assets Partners
Eastspring Securities Investment Trust Co., Ltd.
First State China Focus Fund
First State Global Property A
Fubon China Currency Fund
OS
OS
U
U
U
100.00%
PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands
99.54%
4th Floor, No.1 Songzhi Road, Taipei 110, Taiwan
66.58%
70 Sir John Rogerson’s Quay, Dublin 2, D02 R296, Ireland
52.26%
38 Beach Road, #06-11 South Beach Tower, Singapore 189767
20.59%
8F, No. 108, Sec 1, Tun Hwa, South Road, Taipei, Taiwan
Furnival Insurance Company PCC Limited
OS
100.00%
PO Box 34, St Martin’s House Le Bordage,
St Peter Port Guernsey, GY1 4AU
GS Twenty Two Limited
Hermitage Management LLC
Hyde Holdco 1 Limited
ICICI Prudential Asset Management Company Limited
ICICI Prudential Life Insurance Company Limited
ICICI Prudential Pension Funds Management Company
ICICI Prudential Trust Limited
Invesco Fixed Maturity Selective Emerging Market
Bonds 2024
Invesco Select 6 Year Maturity Global Bond Fund
INVEST Financial Company Insurance Agency LLC
of Illinois
iShares Core MSCI Europe
iShares Fallen Angels High Yield Corporate Bond UCITS
ETF Wing
iShares S&P 500 Financials Sector UCITS
iShares S&P 500 Utilities Sector UCITS ETF
OS
OS
OS
OS
OS
OS
OS
U
U
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
1 Corporate Way, Lansing, MI 48951, USA
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
49.00%
22.11%
22.11%
49.00%
12th Floor, Narain Manzil, 23, Barakhamba Road,
New Delhi 110001, India
ICICI PruLife Towers, 1089 Appasaheb Marathe Marg, Prabhadevi,
Mumbai 400025, India
12th Floor, Narain Manzil, 23, Barakhamba Road,
New Delhi 110001, India
61.60%
8F, No 122, Tung Hua N. Rd. Taipei, Taiwan
68.28%
OS
100.00%
208 South LaSalle Street, Chicago, IL 60604, USA
U
U
U
U
21.26%
State Street Fund Services (Ireland) Limited, 78 Sir John Rogerson's
Quay, Dublin 2, Ireland
47.36%
79 Sir John Rogerson's Quay, Dublin 2, D02 RK 57, Ireland
22.98%
53.39%
Jackson Charitable Foundation Inc
NSB
100.00%
1 Corporate Way, Lansing, MI 48951, USA
Jackson Holdings LLC
Jackson National Asset Management LLC
Jackson National Life (Bermuda) Limited
Jackson National Life Distributors LLC
Jackson National Life Insurance Company
Jackson National Life Insurance Company of New York
Lasalle Property Securities SICAV-FIS
M&G Asia Property Trust
M&G Luxembourg European Strategic Value Fund
OS
OS
OS
OS
OS
OS
U
U
U
100.00%
1105 North Market Street, Suite 1300, Wilmington, DE 19801, USA
100.00%
1 Corporate Way, Lansing, MI 48951, USA
100.00%
Cedar House, Hamilton, Bermuda
100.00%
1209 Orange Street, Wilmington, DE 19801, USA
100.00%
1 Corporate Way, Lansing, MI 48951, USA
100.00%
2900 Westchester Avenue, Suite 305, Purchase, NY 10577, USA
99.97%
11-13 Boulevard de la Foire, L-1528 Luxembourg
99.97%
8 Marina Boulevard, 05-02 Marina Bay, Financial Centre Tower 1,
Singapore, 018981
50.24%
49 Avenue J.F. Kennedy, L-1855, Luxembourg
M&G Real Estate Asia Holding Company Pte. Ltd.
OS
33.00%
10 Marina Boulevard, #31-03, Marina Bay, Financial Centre Tower 2,
Singapore, 018983
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationD7 Investments in subsidiary undertakings, joint ventures and associates continued
(c) Related undertakings continued
Other subsidiaries, joint ventures, associates and significant holdings of the Group – no shares held directly
by the parent company, Prudential plc or its nominees: continued
Name of entity
Manulife Asia Pacific Bond Fund
Manulife China Dim Sum High Yield Bond Fund
Manulife China Offshore Bond Fund
Manulife USD High Yield Bond Fund
Mission Plans of America, Inc
National Planning Holdings, LLC
Nomura Six Years Fixed Maturity Asia Pacific Emerging
Market Bond Fund
Nomura Six Years Fixed Maturity Emerging Market
Bond Fund
Nomura Six Years Ladder Maturity Asia Pacific Emerging
Market Bond Fund
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
U
U
U
U
OS
OS
U
U
U
27.29%
9/F, No 89 Son Ren Road, Taipei, Taiwan
58.33%
39.57%
37.47%
100.00%
1999 Bryan Street, Suite 900, Dallas, TX 75201, USA
100.00%
1209 Orange Street, Wilmington, DE 19801, USA
33.30%
101 Tower, 30F, No. 7 Sec. 5, Xinyi Rd., Xinyi Dist., Taipei, Taiwan
42.14%
25.01%
North Sathorn Holdings Company Limited
OS
100.00%
3 Rajanakarn Building, 20th Floor, South Sathorn Road, Yannawa
Subdistrict, Sathorn District, Bangkok, Thailand
PCA IP Services Limited
PCA Life Assurance Co. Ltd.
PCA Reinsurance Co. Ltd.
PGDS (US One) LLC
PPM America Capital Partners III, LLC
PPM America Capital Partners IV, LLC
PPM America Capital Partners V, LLC
PPM America Capital Partners VI, LLC
PPM America Private Equity Fund III LP
PPM America Private Equity Fund IV LP
PPM America Private Equity Fund V LP
PPM America Private Equity Fund VI LP
PPM America Private Equity Fund VII LP
PPM America, Inc
PPM CLO 2 Ltd.
PPM CLO 2, LLC
PPM CLO 2018-1 Ltd.
PPM CLO 3 Ltd.
PPM CLO 3, LLC
PPM CLO 4 Ltd.
PPM Funds - PPM Core plus Fixed Income Fund
PPM Funds - PPM Large Cap Value Fund
PPM Funds - PPM Long Short Credit Fund
PPM Funds - PPM Mid Cap Value Fund
OS
100.00%
13th Floor, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
OS
OS
OS
MI
MI
MI
MI
LPI
LPI
LPI
LPI
LPI
OS
OS
PS
PS
99.79%
8th Floor, No.1 Songzhi Road, Taipei, 11047, Taiwan
100.00%
Unit Level 13(A), Main Office Tower, Financial Park Labuan, Jalan
Merdeka, 87000 Federal Territory of Labuan, Malaysia
100.00%
1209 Orange Street, Wilmington, DE 19801, USA
60.50%
874 Walker Road, Suite C, Dover, DE 19904, USA
34.50%
34.00%
32.00%
50.06%
49.97%
49.97%
59.94%
54.00%
100.00%
100.00%
PO Box 1093, Queensgate House, Grand Cayman KY1-1102,
Cayman Islands
100.00%
4001 Kennet Pike, Suite 301, Wilmington, DE, 19807, USA
100.00%
Queensgate House, South Church Street, George Town, Grand Cayman
KY1-1102, Cayman Islands
OS
100.00%
PO Box 1093, Queensgate House, Grand Cayman KY1-1102,
Cayman Islands
PS
PS
MFS
MFS
MFS
MFS
100.00%
4001 Kennet Pike, Suite 301, Wilmington, DE, 19807, USA
100.00%
PO Box 1093, Queensgate House, Grand Cayman KY1-1102,
Cayman Islands
100.00%
84 State Street, 6th Floor, Boston, MA 02109
99.96%
100.00%
99.57%
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D OTHER INFORMATION CONTINUEDKey to share classes:
LBG
LPI
MI
MFS
NSB
OS
PI
PS
U
Limited by Guarantee
Limited Partnership Interest
Membership Interest
Mutual Fund Shares
Non-stock basis
Ordinary Shares
Partnership Interest
Preference Shares
Units
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
100.00%
774 Walker Road, Suite C, Dover, DE 19904, USA
Name of entity
PPM Holdings, Inc
PPM Loan Management Company LLC
PPM Loan Management Holding Company LLC
Prenetics Limited
OS
MI
MI
PS
100.00%
100.00%
14.27%
Pru Life Insurance Corporation of U.K.
OS
100.00%
Pru Life UK Asset Management and Trust Corporation
OS
100.00%
7th Floor, Prosperity Millennia Plaza, 663 King’s Road,
North Point, Hong Kong
9th Floor, Uptown Place Tower 1, 1 East 11th Drive, Uptown Bonifacio,
1634 Taguig City, Metro Manila, Philippines
2/F., Uptown Parade 2, 36th Street, Uptown Bonifacio,
1634 Taguig City, Philippines
Prudence Foundation
LBG
100.00%
13th Floor, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
Prudential (Cambodia) Life Assurance Plc
OS
100.00%
20th Floor, #445, Monivong Blvd, Boeung Prolit, 7 Makara, Phnom Penh
Tower, Phnom Penh, Cambodia
Prudential (US Holdco 1) Limited
Prudential Africa Holdings Limited
Prudential Africa Services Limited
Prudential Assurance Company Singapore (Pte) Limited
Prudential Assurance Malaysia Berhad*
Prudential Assurance Uganda Limited
Prudential BSN Takaful Berhad†
Prudential Corporation Australasia Holdings Pty Limited
(in liquidation)
Prudential Corporation Holdings Limited
Prudential Five Limited (in liquidation)
Prudential General Insurance Hong Kong Limited
Prudential Group Secretarial Services HK Limited
Prudential Group Secretarial Services Limited
Prudential Holdings Limited
Prudential Hong Kong Limited
Prudential International Staff Pensions Limited
Prudential International Treasury Limited
Prudential IP Services Limited
Prudential Life Assurance (Lao) Company Limited
Prudential Life Assurance (Thailand) Public Company
Limited
Prudential Life Assurance Kenya Limited
Prudential Life Assurance Zambia Limited
Prudential Life Insurance Ghana Limited
Prudential Life Vault Limited
Prudential Mauritius Holdings Limited
Prudential Myanmar Life Insurance Limited
Prudential Pensions Management Zambia Limited
Prudential Services Asia Sdn. Bhd.
OS
OS
OS
OS
OS
OS
OS
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
100.00%
5th Ngong Avenue, Nairobi, Kenya
100.00%
30 Cecil Street, #30-01 Prudential Tower, Singapore 049712
51.00%
Level 20, Menara Prudential, Persiaran TRX Barat, 55188 Tun Razak
Exchange, Kuala Lumpur, Malaysia
100.00%
Kampala Road, Kampala, Uganda
49.00%
Level 8A, Menara Prudential, No. 10 Jalan Sultan Ismail, 50250 Kuala
Lumpur, Malaysia
OS
100.00%
31 Highgate Circuit, Kellyville, NSW, 2155, Australia
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
OS
PS
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
c/o Mazars LLP, 45 Church Street, Birmingham, B3 2RT, United Kingdom
100.00%
59th Floor, One Island East, 18 Westlands Road, Quarry Bay, Hong Kong
100.00%
13th Floor, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
4th Floor, Saltire Court, 20, Castle Terrace, Edinburgh, EH1 2EN,
United Kingdom
100.00%
59th Floor, One Island East, 18 Westlands Road, Quarry Bay, Hong Kong
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
13th Floor, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
5th Floor, Lao international Business and Tourist Center Project
(Vientiane Center), Khouvieng Road, Nongchan Village, Sisattanak
District, Vientiane Capital, Lao PDR
99.93%
9/9 Sathorn Building, 20th–27th Floor, South Sathorn Road, Yannawa,
Sahtorn, Bangkok 10120, Thailand
100.00%
5th Ngong Avenue, Nairobi, Kenya
100.00%
Prudential House, Thabo Mbeki Road, Lusaka, Zambia
100.00%
35 North Street, Accra, Ghana
100.00%
98 Awolowo Road, South-West Ikoyi, Lagos, Nigeria
100.00%
3rd Floor, 355 NEX, Rue du Savoir, Cybercity Ebene, 72201, Mauritius
100.00%
#15-01, 15th Floor, Sule Square, 221 Sule Pagoda Road, Kyauktada
Township, Yangon, Myanmar
49.00%
Prudential House, Thabo Mbeki Road, Lusaka, Zambia
100.00%
100.00%
Suite 1005, 10th Floor, Wisma Hamzah-Kwong Hing, No. 1 Leboh
Ampang, 50100 Kuala Lumpur, Malaysia
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Prudential plc Annual Report 2019
307
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationD7 Investments in subsidiary undertakings, joint ventures and associates continued
(c) Related undertakings continued
Other subsidiaries, joint ventures, associates and significant holdings of the Group – no shares held directly
by the parent company, Prudential plc or its nominees: continued
Name of entity
Prudential Services Limited
Prudential Services Singapore Pte. Ltd.
Prudential Singapore Holdings Pte. Limited
Prudential Vietnam Assurance Private Limited
Prudential Zenith Life Insurance Limited
PT. Eastspring Investments Indonesia
PT. Prudential Life Assurance
PVFC Financial Limited
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
OS
OS
OS
OS
OS
OS
OS
OS
100.00%
1 Angel Court, London, EC2R 7AG, United Kingdom
100.00%
1 Wallich Street, #19-01 Guoco Tower, Singapore 078881
100.00%
30 Cecil Street, #30-01 Prudential Tower, Singapore 049712
100.00%
25th Floor, Saigon Trade Centre, 37 Ton Duc Thang Street, District 1,
Ho Chi Minh City, Vietnam
51.00%
99.95%
13th Floor, Civic Towers, Ozumba Mbadiwe Avenue, Victoria Island,
Lagos, Nigeria
Prudential Tower, 23rd Floor, Jl. Jend. Sudirman Kav.79, Jakarta 12910,
Indonesia
94.62%
Prudential Tower, JI. Jend. Sudirman Kav. 79, Jakarta 12910, Indonesia
100.00%
Suite 509, 5/F, One International Finance Centre, 1 Harbour View Street,
Central, Hong Kong
REALIC of Jacksonville Plans, Inc
OS
100.00%
1999 Bryan Street, Suite 900, Dallas, TX 75201, USA
Reksa Dana Eastspring IDR Fixed Income Fund (NDEIFF)
Reksa Dana Eastspring Investments Alpha Navigator
Fund
Reksa Dana Eastspring Investments Cash Reserve
Reksa Dana Eastspring Investments IDR High Grade
Reksa Dana Eastspring Investments Value Discovery
Reksa Dana Syariah Eastspring Syariah Equity Islamic
Asia Pacific USD
Reksa Dana Syariah Eastspring Syariah Fixed Income
Amanah
Reksa Dana Syariah Eastspring Syariah Money Market
Khazanah
Reksa Dana Syariah Penyertaan Terbatas Bahana
Syariah BUMN Fund
Rhodium Investment Fund
U
U
U
U
U
U
U
U
U
U
99.91%
78.29%
100.00%
91.04%
91.94%
94.37%
65.65%
99.93%
99.01%
99.98%
Prudential Tower, 23rd Floor, Jl. Jend. Sudirman Kav.79, Jakarta 12910,
Indonesia
Graha CIMB Niaga 21st Floor. Jl Jend Sudirman Kav 58,
Jakarta - 12190, Indonesia.
10 Marina Boulevard, #32-01, Marina Bay Financial Centre Tower 2,
Singapore 018983
ROP, Inc
OS
100.00%
1209 Orange Street, Wilmington, DE 19801, USA
SCB SET Banking Sector Index (Accumulation)
Schroder Asian Investment Grade Credit
Schroder Emerging Markets Fund
Schroder Multi-Asset Revolution
Schroder US Dollar Money Fund
Scotts Spazio Pte. Ltd.
SINOPAC China High Yield Fixed Income Fund
Squire Capital I LLC
Squire Capital II LLC
Squire Reassurance Company II, Inc
Squire Reassurance Company LLC
Sri Han Suria Sdn. Bhd.
Staple Limited
U
U
U
U
U
OS
U
MI
OS
OS
OS
OS
32.08%
7-8th Floor, SCB Park Plaza 1, 18 Ratchadapisek Road, Chatuchak,
Bangkok 10900, Thailand
41.08%
138 Market Street, #23-01 CapitaGreen, Singapore 048946
58.49%
63.81%
37.19%
HSBC Institutional Trust Service (Asia) Limited, 1 Queen's Road Central,
Hong Kong.
45.00%
30 Cecil Street #23-02 Prudential Tower, Singapore, 049712
35.38%
9F No.39 Section 1, Chung Hua Road, Taipei, Taiwan
100.00%
1 Corporate Way, Lansing, MI 48951, USA
100.00%
100.00%
40600 Ann Arbor Road, East Suite 201, Plymouth, MI 48170, USA
100.00%
1 Corporate Way, Lansing, MI 48951, USA
51.00%
Suite 1005, 10th Floor Wisma Hamzah-Kwong Hing, No. 1 Leboh
Ampang, 50100 Kuala Lumpur, Malaysia
OS
100.00%
3 Rajanakarn Building, 20th Floor, South Sathorn Road, Yannawa
Subdistrict, Sathorn District, Bangkok, Thailand
Taishin Emerging Markets Bond Fund
U
28.78%
1F, No.9, Dehui St., Zhongshan Dist. Taipei, Taiwan
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D OTHER INFORMATION CONTINUEDKey to share classes:
LBG
LPI
MI
MFS
NSB
OS
PI
PS
U
Limited by Guarantee
Limited Partnership Interest
Membership Interest
Mutual Fund Shares
Non-stock basis
Ordinary Shares
Partnership Interest
Preference Shares
Units
Name of entity
Templeton Asian Growth Fund
Thanachart Fund Management Co., Ltd.
Thanachart Long Term Fixed Income Fund
TMB Asset Management Co., Ltd.
UOB Smart Global Healthcare
UOB Smart Millennium Growth Fund
VFL International Life Company SPC, Ltd.
Wynnefield Private Equity Partners I, L.P.
Classes of
shares held
Proportion
held
Registered office address and country of incorporation
U
OS
U
OS
U
U
OS
LPI
26.08%
8A, rue Albert Borschette, L-1246 Luxembourg
50.10%
27.79%
65.00%
35.44%
36.96%
No. 231, MBK Life Building, 5th-7th Floor, Ratchadamri Road, Lumpini
Sub-district, Pathumwan District, Bangkok, Thailand
32nd FL, Abdulrahim Place, 990 Rama IV Rd, Silom, Bangrak, Bangkok
10500, Thailand
23A, 25th Floor, Asia Centre Building, 173/27-30, 32-33 South Sathorn
Road, Thungmahamek, Sathorn, Bangkok 10120, Thailand
100.00%
171 Elgin Avenue, Grand Cayman, Cayman Islands
99.00%
1105 North Market Street, Suite 1300, Wilmington, DE 19801, USA
* Prudential Assurance Malaysia Berhad is consolidated at 100 per cent in the Group’s financial statements reflecting the economic interest to the Group.
† Prudential BSN Takaful Berhad is a joint venture that is accounted for using the equity method, for which the Group has an economic interest of 70 per cent for all business sold up to
23 December 2016 and of 49 per cent for new business sold subsequent to this date.
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309
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationStatement of financial position
of the parent company
31 December
Non-current assets
Investments in subsidiary undertakings
Amounts owed by subsidiary undertakings
Current assets
Debtors:
Amounts owed by subsidiary undertakings
Other debtors
Tax recoverable
Derivative assets
Pension asset
Cash at bank and in hand
Liabilities: amounts falling due within one year
Commercial paper
Derivative liabilities
Amounts owed to subsidiary undertakings
Tax payable
Deferred tax liability
Accruals and deferred income
Net current assets
Total assets less current liabilities
Liabilities: amounts falling due after more than one year
Subordinated liabilities
Debenture loans
Other borrowings
Total net assets
Capital and reserves
Share capital
Share premium
Profit and loss account
Shareholders’ funds
Profit for the year
Note
2019 $m
2018* $m
5
6
7
8
6
9
8
8
8
10
10
11
10,444
2,000
12,444
6,352
4
66
–
–
54
6,476
(520)
–
(141)
(14)
–
(78)
(753)
5,723
18,167
(4,304)
(690)
–
(4,994)
13,173
172
2,625
10,376
13,173
2019 $m
12,255
13,787
–
13,787
7,520
6
53
6
88
28
7,701
(601)
(539)
(1,192)
(13)
(15)
(129)
(2,489)
5,212
18,999
(8,503)
(658)
(350)
(9,511)
9,488
166
2,502
6,820
9,488
2018 $m
1,390
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Company’s presentational currency from pounds sterling to US dollars
(as described in note 2).
The financial statements of the parent company on pages 310 to 318 were approved by the Board of Directors on
10 March 2020 and signed on its behalf.
Paul Manduca
Chairman
Mike Wells
Group Chief Executive
Mark FitzPatrick
Group Chief Financial Officer and Chief Operating Officer
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Statement of changes in equity
of the parent company
$m
Balance at 1 January 2018
Impact of initial application of IFRS 9
Total comprehensive income for the year
Profit for the year
Actuarial gains recognised in respect of the defined benefit pension scheme
Foreign exchange translation differences due to change in presentation
currency*
Total comprehensive income for the year
Transactions with owners, recorded directly in equity
New share capital subscribed
Dividends
Foreign exchange translation differences due to change in presentation
currency*
Total contributions by and distributions to owners
Balance at 31 December 2018
Balance at 1 January 2019
Profit for the year
Actuarial losses recognised in respect of the defined benefit pension scheme
Foreign exchange translation differences due to change in presentation
currency*
Total comprehensive income for the year
Transactions with owners, recorded directly in equity
New share capital subscribed
Share based payment transactions
Dividend in specie of M&G plc
Dividends
Foreign exchange translation differences due to change in presentation
currency*
Total contributions by and distributions to owners
Balance at 31 December 2019
Share
capital
175
–
–
–
–
–
1
–
(10)
(9)
166
166
–
–
–
–
–
–
–
–
6
6
Share
premium
Profit and
loss account
2,635
–
–
–
–
–
22
–
(155)
(133)
2,502
2,502
–
–
–
–
22
–
–
–
101
123
Total
equity
10,321
(12)
1,390
21
(428)
983
23
(1,662)
(165)
(1,804)
9,488
7,511
(12)
1,390
21
(428)
983
–
(1,662)
–
(1,662)
6,820
6,820
12,255
(75)
9,488
12,255
(75)
393
393
12,573
12,573
–
(4)
(7,379)
(1,634)
–
(9,017)
10,376
22
(4)
(7,379)
(1,634)
107
(8,888)
13,173
172
2,625
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Company’s presentational currency from pounds sterling to US dollars
(as described in note 2).
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationNotes on the parent company
financial statements
1 Nature of operations
Prudential plc (the Company) is a parent holding company. The Company together with its subsidiaries (collectively, the Group) is an
international financial services group with its operations in Asia, the US, Africa and, prior to the demerger of M&G plc in October 2019,
the UK and Europe. The Group helps individuals to de-risk their lives and deal with their biggest financial concerns through life and
health insurance, and retirement and asset management solutions. On 21 October 2019, the Company completed the demerger of M&G
plc, its UK and Europe business, from Prudential plc resulting in two separately listed companies. The Directors of the Company
distributed its investment in M&G plc to the Company’s shareholders in the form of a dividend in specie.
2 Basis of preparation
The financial statements of the Company, which comprise the statement of financial position, statement of changes in equity and related
notes, are prepared in accordance with UK Generally Accepted Accounting Practice, including Financial Reporting Standard 101
Reduced Disclosure Framework (‘FRS 101’) and Part 15 of the Companies Act 2006.
In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements in
International Financial Reporting Standards (‘IFRS’) as issued by the International Accounting Standards Board (‘IASB’) and endorsed by
the EU, but makes amendments where necessary in order to comply with the Companies Act 2006 and has set out below where
advantage of the FRS 101 disclosure exemptions has been taken. The Company has also taken advantage of the exemption under
Section 408 of the Companies Act 2006 from presenting its own profit and loss account.
In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:
— A cash flow statement and related notes;
— Disclosures in respect of transactions with wholly-owned subsidiaries within the Prudential Group;
— Disclosure in respect of capital management;
— The effects of new but not yet effective IFRSs; and
— An additional balance sheet for the beginning of the earliest comparative period following the retrospective change in the accounting
policy with respect to the presentation currency (as outlined further below).
As the consolidated financial statements of the Group include the equivalent disclosures, the Company has also applied the exemptions
available under FRS 101 in respect of the following disclosures:
— IFRS 2 ‘Share Based Payments’ in respect of Group-settled share-based payments;
— Disclosure required by IFRS 7 ‘Financial Instrument Disclosures’ and IFRS 13 ‘Fair Value Measurement’, except for the consequential
amendments to IFRS 7 related to IFRS 9 which have not been adopted by the Group;
— IFRS 15, ‘Revenue from Contracts with Customers’ in respect of revenue recognition; and
— IAS 1, ‘Presentation of Financial Statements’ in respect of presenting comparative information on change in presentation currency.
Following the disposal of M&G plc, the Company and Group will manage its central cash resources and remittances primarily in
US dollars. At 31 December 2019, terms of the majority of loans payable to and receivable from subsidiary undertakings previously
denominated in pounds sterling were amended to reflect US dollars. From 31 December 2019, dividend income and dividend declared
by the Company will be denominated in US dollars. Accordingly, as at 31 December 2019, the primary currency of the Company’s
financing and investment activities is US dollars and the functional currency of the Company changed from pounds sterling to US dollars
prospectively from that date. The Company’s assets, liabilities and equity were redenominated into US dollars using the spot exchange
rate at 31 December 2019.
As a result of the change in functional currency, the Company has chosen to change its presentation currency to US dollars which is
accounted for retrospectively. Prior periods have been restated into US dollars using closing rates at the relevant balance sheet date for
assets, liabilities, share capital, share premium and other capital reserves. Items of total comprehensive income have been converted at
the rate prevailing on the date of transaction, or at the average rate for the relevant year where this provides an equivalent measurement.
The accounting policies set out in note 3 below have, unless otherwise stated, been applied consistently to both years presented in
these financial statements.
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3 Significant accounting policies
Investments in subsidiary undertakings
Investments in subsidiary undertakings are shown at cost less impairment. Investments are assessed for impairment by comparing the
net assets of the subsidiary undertakings with the carrying value of the investment.
Amounts owed by subsidiary undertakings
Amounts owed by subsidiary undertakings are shown at cost, less provisions. Provisions are determined using the expected credit loss
approach under IFRS 9.
Derivatives
Derivative financial instruments are held to manage certain macro-economic exposures. Derivative financial instruments are carried at
fair value with changes in fair value included in the profit and loss account. Refer to Section 6.1 of the Group Chief Risk and Compliance
Officer’s report for detail of the approach to market risk.
Financial Instruments
Under IFRS 9, except for derivative instruments that are mandatorily classified as fair value through profit or loss, all of the financial assets
and liabilities of the Company are classified as amortised cost. The Company assesses impairment on its loans and receivables using the
expected credit loss approach. The expected credit loss on the Company’s loans and receivables, the majority of which represent loans
to its subsidiaries, have been assessed by taking into account the probability of default on those loans. In all cases the subsidiaries are
expected to have sufficient resources to repay the loan either now or over time (based on projected earnings). For loans recallable on
demand the expected credit loss has therefore been limited to the impact of discounting the value of the loan between the balance sheet
date and the anticipated recovery date. For loans with a fixed maturity date the expected credit loss has been determined with reference
to the historic experience of loans with equivalent credit characteristics.
Borrowings
Borrowings are initially recognised at fair value, net of transaction costs, and subsequently accounted for on an amortised cost basis using
the effective interest method. Under the effective interest method, the difference between the redemption value of the borrowing and
the initial proceeds, net of transaction costs, is amortised through the profit and loss account to the date of maturity or, for subordinated
debt, over the expected life of the instrument. Where modifications to borrowings do not result in a substantial difference to the terms of
the instrument, any costs or fees incurred adjust the carrying amount of the liability and are amortised over the remaining expected life of
the modified instrument. Where modifications to borrowings do result in a substantial difference to the terms of the instrument, the
instrument is treated as if it had been extinguished and replaced by a new instrument which is initially recognised at fair value and
subsequently accounted for on an amortised cost basis using the effective interest method. Any costs or fees arising from such a
modification are recognised as an expense when incurred.
Dividends
Interim dividends are recorded in the period in which they are paid.
Share premium
The difference between the proceeds received on issue of shares and the nominal value of the shares issued is credited to the share
premium account.
Foreign currency translation
Transactions not denominated in the Company’s functional currency are initially recorded at the functional rate of currency prevailing on
the date of the transaction. Monetary assets and liabilities not denominated in the Company’s functional currency, including borrowings
that have been used to finance or provide a hedge against Group equity investments in overseas subsidiaries, are translated to the
Company’s functional currency at year end exchange rates. The impact of these currency translations is recorded within the profit and
loss account for the year.
As discussed above, the Company’s functional currency changed from pounds sterling to US dollars on 31 December 2019.
The Company has also changed its presentation currency from pounds sterling to US dollars.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information3 Significant accounting policies continued
Tax
Current tax expense is charged or credited to operations based upon amounts estimated to be payable or recoverable as a result of
taxable amounts for the current year. To the extent that losses of an individual UK company are not offset, they can be carried back for
one year or carried forward indefinitely to be offset, subject to restrictions based on future taxable profits, against profits arising from the
same company or other companies in the same UK tax group.
Deferred tax assets and liabilities are recognised in accordance with the provisions of IAS 12 ’Income Taxes’. Deferred tax assets are
recognised to the extent that it is regarded as more likely than not that future taxable profits will be available against which these losses
can be utilised. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse,
using tax rates enacted or substantively enacted at the reporting date.
The Group’s UK subsidiaries each file separate tax returns. In accordance with UK tax legislation, where one domestic UK company is
a 75 per cent owned subsidiary of another UK company or both are 75 per cent owned subsidiaries of a common parent, the companies
are considered to be within the same UK tax group. For companies within the same tax group, trading losses may be offset against
taxable profits arising in the same or future accounting periods for the purposes of determining current and deferred taxes.
Pensions
The Company historically assumed a portion of the pension surplus or deficit of the Group’s main pension scheme, the Prudential Staff
Pension Scheme (‘PSPS’). The Company’s portion of the surplus was transferred to M&GPrudential Services Limited at 30 June 2019.
Up until that date, the Company applied the requirements of IAS 19 ‘Employee Benefits’ (as revised in 2011) for the accounting of its
interest in the PSPS surplus or deficit. The key items are highlighted below.
A pension surplus or deficit is recorded as the difference between the present value of the scheme liabilities and the fair value of the
scheme assets. The Company’s share of pension surplus is recognised to the extent that the Company is able to recover a surplus either
through reduced contributions in the future or through refunds from the scheme.
The assets and liabilities of the defined benefit pension schemes of the Prudential Group are subject to a full triennial actuarial
valuation using the projected unit method. Estimated future cash flows are then discounted at a high quality corporate bond yield,
adjusted to allow for the difference in duration between the bond index and the pension liabilities, where appropriate, to determine their
present value. These calculations are performed by independent actuaries.
The aggregate of the actuarially determined service costs of the currently employed personnel and the net income (interest) on the
net scheme assets (liabilities) at the start of the period, is recognised in the profit or loss account. Actuarial gains and losses as a result of
the changes in assumptions, experience variances or the return on scheme assets excluding amounts included in the net deferred benefit
asset (liability) are recorded in other comprehensive income. The loss on transfer of the pension surplus transferred to M&GPrudential
Services Limited has been recognised in the profit or loss account.
Share-based payments
The Group offers share award and option plans for certain key employees and a Save As You Earn (‘SAYE’) plan for all UK and certain
overseas employees. The share-based payment plans operated by the Group are mainly equity-settled.
Under IFRS 2 ‘Share-based payment’, where the Company, as the parent company, has the obligation to settle the options or awards
of its equity instruments to employees of its subsidiary undertakings, and such share-based payments are accounted for as equity-
settled in the Group financial statements, the Company records an increase in the investment in subsidiary undertakings for the value
of the share options and awards granted with a corresponding credit entry recognised directly in equity. The value of the share options
and awards granted is based upon the fair value of the options and awards at the grant date, the vesting period and the vesting
conditions. Cash receipts from business units in respect of newly issued share schemes are treated as returns of capital within
investments in subsidiaries.
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NOTES ON THE PARENT COMPANY FINANCIAL STATEMENTS CONTINUED4 Reconciliation from the FRS 101 parent company results to the IFRS Group results
The parent company financial statements are prepared in accordance with FRS 101 and the Group financial statements are prepared
in accordance with IFRS as issued by the IASB and endorsed by the EU.
The tables below provide a reconciliation between the FRS 101 parent company results and the IFRS Group results.
Profit after tax
Profit for the financial year of the Company (including dividends from subsidiaries) in accordance
with FRS 101 and IFRS
Accounting policy difference*
Share in the IFRS result of the Group, net of distributions to the Company†
Profit after tax of the Group attributable to shareholders in accordance with IFRS
Net equity
Shareholders’ equity of the Company in accordance with FRS 101
Accounting policy difference*
Share in the IFRS net equity of the Group†
Shareholders’ equity of the Group in accordance with IFRS
2019 $m
2018 $m
12,255
15
(11,487)
783
1,390
7
2,622
4,019
31 Dec 2019
$m
31 Dec 2018
$m
13,173
33
6,271
19,477
9,488
18
12,462
21,968
* Adjustment represents difference in accounting policy for expected credit losses on loan assets, the Company has adopted IFRS 9 while the Group applies IAS 39.
† The ‘share in the IFRS result and net equity of the Group’ lines represent the parent company’s equity in the earnings and net assets of its subsidiaries and associates.
The profit for the financial year of the Company in accordance with IFRS includes dividends received in the year from subsidiary
undertakings of $9,599 million for the year ended 31 December 2019 (2018: $1,996 million). Dividends received in 2019 included
dividends from M&G plc prior to demerger of $5,566m and dividends from US subsidiaries of $2,000m in the form of non-current
debt instruments.
5 Investments in subsidiary undertakings
At 1 January
Capital injections and acquisitions
Distribution of M&G plc – cost of investment
Other disposals
Amounts in respect of share based payments
Other*
At 31 December
2019 $m
2018 $m
13,787
72
(3,730)
(13)
(123)
451
10,444
14,608
117
–
–
(81)
(857)
13,787
* Includes amounts relating to foreign translation differences arising on the retranslation of reserves due to the change in the Company’s presentation currency
Prior to the demerger of M&G plc from the Group in October 2019, the following transactions and restructuring occurred:
— On 20 September 2019, the Company disposed of its investment in Prudential Capital Holding Company Limited to M&G plc,
for consideration of $85 million. A gain on disposal of $73 million is recognised in the income statement.
— On 8 October 2019, the Company acquired Prudential Africa Holdings Limited from Prudential Group Holdings Limited, a subsidiary
of the Company, in exchange for consideration of $49 million. On 15 October 2019, the Company subsequently transferred Prudential
Africa Holdings Limited to Prudential Corporation Asia Limited under a share-for-share exchange. Additionally, in connection with
this transaction, the Company increased its investment in Prudential Group Holdings Limited by $23 million.
— Also on 15 October 2019, shares in Prudential (US Holdco 1) Limited were transferred to Prudential Corporation Asia Limited under
a share-for-share exchange. There was no change to the Company’s total investment in subsidiary undertakings as a result
of this transfer.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information5 Investments in subsidiary undertakings continued
On 21 October 2019 the Company distributed its equity shareholding in its subsidiary M&G plc as a dividend in-specie. In accordance
with IFRIC 17 the value of dividend in-specie recognised as distribution within the statement of changes in equity was the fair value of
M&G plc at the date of distribution. As also required by IFRIC 17, the difference between the fair value of M&G plc on distribution and the
previous carrying value of the Company’s investment in M&G plc of $3,649 million is recognised as gain within profit for the year.
Amounts in respect of share-based payments of $(123) million (2018: $(81) million) comprise of $5 million (2018: $7 million) in respect
of share-based payments reflecting the value of payments settled by the Company for employees of its subsidiary undertakings,
less $(128) million (2018: $(88) million) relating to cash received from subsidiaries in respect of share awards.
Investments in subsidiaries held at 31 December 2019 have been assessed for impairment and no impairment was identified.
Subsidiary undertakings of the Company at 31 December 2019 are listed in note D7 of the Group financial statements.
6 Derivative financial instruments
Cross-currency swap
Inflation-linked swap
Total
31 Dec 2019 $m
31 Dec 2018 $m
Fair value
assets
Fair value
liabilities
Fair value
assets
Fair value
liabilities
–
–
–
–
–
–
6
–
6
–
539
539
Derivative financial instruments are held to manage certain macro-economic exposures.
The change in fair value of the derivative financial instruments of the Company was a (loss) before tax of $(77) million (2018: gain of
$27 million).
7 Pension scheme financial position
The majority of Prudential staff in the UK are members of the Group’s pension schemes. The largest scheme up to the demerger of M&G
plc was the Prudential Staff Pension Scheme (the Scheme) which is primarily a closed defined benefit scheme. Historically, all pension
surplus and deficit were attributable to subsidiaries of M&G plc in line with the Group’s allocation policy with the exception of 30 per cent
of the surplus attaching PSPS, which was allocated to Prudential plc. In preparation for the demerger of M&G plc in 2019, at 30 June 2019,
the 30 per cent of surplus attaching to PSPS of $20 million was formally reallocated to M&GPrudential Services Limited. After the
demerger of M&G plc, the Company no longer has any interest in the defined benefit pension scheme recognised on its balance sheet.
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NOTES ON THE PARENT COMPANY FINANCIAL STATEMENTS CONTINUED8 Borrowings
Core structural borrowings note (i)
Subordinated liabilities note (ii)
Debenture loans
Bank loan
Other borrowings: note (iii)
Commercial paper
Total borrowings
Borrowings are repayable as follows:
Within 1 year
Between 1 and 5 years
After 5 years
Core structural borrowings
Other borrowings
Total
31 Dec 2019
$m
31 Dec 2018
$m
31 Dec 2019
$m
31 Dec 2018
$m
31 Dec 2019
$m
31 Dec 2018
$m
4,304
690
–
4,994
–
4,994
–
414
4,580
4,994
8,503
658
350
9,511
–
9,511
–
748
8,763
9,511
–
–
–
–
520
520
520
–
–
520
–
–
–
–
601
601
601
–
–
601
4,304
690
–
4,994
520
5,514
520
414
4,580
5,514
8,503
658
350
9,511
–
601
10,112
601
748
8,763
10,112
Notes
(i)
(ii)
(iii)
Further details on the core structural borrowings of the Company are provided in note C6.1 of the Group IFRS financial statements.
The interests of the holders of the subordinated liabilities are subordinate to the entitlements of other creditors of the Company.
These borrowings support a short-term fixed income securities programme.
During 2019, the Company redeemed its £400 million 11.375 per cent Tier 2 subordinated notes, and issued further subordinated debt
for proceeds of $371 million, net of issue costs.
In addition, during 2019, the Company agreed with the holders of two subordinated debt instruments to alter the terms and
conditions of these instruments in exchange for an upfront fee and an increase in the coupon of the instruments. The upfront fee paid of
$180 million has been recognised as an expense during the period within finance costs. The upfront fee and increase in coupon rates
represent a significant change in the cash flows of each instrument and therefore, in accordance with IAS 39, has resulted in an
extinguishment of the old debt and recognition of a new debt at fair value, resulting in a loss on revaluation of $208 million.
On 18 October 2019, the Company transferred six subordinated debt instruments to M&G plc to implement a rebalancing of debt
prior to demerger. The debt transferred included the two instruments revalued on alteration of terms discussed above. The Company
recognised a gain of $208 million on the transfer, reversing the loss on revaluation of debt instruments discussed above.
In October 2019 the Company repaid its £275 million bank loan due to Standard Chartered Bank.
9 Deferred tax liability
Deferred tax liability
Short-term temporary differences related to pension scheme
Total
10 Share capital and share premium
2019 $m
2018 $m
–
–
(15)
(15)
A summary of the ordinary shares in issue and the options outstanding to subscribe for the Company’s shares at 31 December 2019 is set
out in note C10 of the Group financial statements.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information11 Retained profit of the Company
Retained profit at 31 December 2019 amounted to $10,376 million (31 December 2018: $6,820 million). The retained profit includes
distributable reserves of $4,735 million and non-distributable reserves of $5,641 million. The amount of $5,641 million is not able to be
regarded as part of the distributable reserves of the Company because the gains relate to intra-group transactions in which qualifying
consideration was not received.
Under UK company law, Prudential may pay dividends only if sufficient distributable reserves of the Company are available for the
purpose and if the amount of its net assets is greater than the aggregate of its called up share capital and non-distributable reserves (such
as the share premium account) and the payment of the dividend does not reduce the amount of its net assets to less than that aggregate.
The retained profit of the Company is substantially generated from dividend income received from subsidiaries. The Group segmental
analysis illustrates the generation of profit across the Group (see note B1 of the Group IFRS financial statements). The Group and its
subsidiaries are subject to local regulatory minimum capital requirements, as set out in note C12 of the Group IFRS financial statements.
A number of the principal risks set out in the ‘Report on the risks facing our business and how these are managed’ could impact the
generation of profit in the Group’s subsidiaries in the future and hence impact their ability to pay dividends in the future.
In determining the dividend payment in any year the directors follow the Group dividend policy described in the Group Chief
Financial Officer and Chief Operating Officer’s report section of this Annual Report. The directors consider the Company’s ability to pay
current and future dividends twice a year by reference to the Company’s business plan and certain stressed scenarios.
12 Other information
a
b
c
d
e
Information on key management remuneration is given in note B2.3 of the Group financial statements. Additional information on
directors’ remuneration is given in the directors’ remuneration report section of this Annual Report.
Information on transactions of the directors with the Group is given in note D5 of the Group financial statements.
The Company employs no staff.
Fees payable to the Company’s auditor for the audit of the Company’s annual accounts were $0.1 million (2018: $0.1 million) and for
other services were $0.1 million (2018: $0.1 million).
In certain instances, the Company has guaranteed that its subsidiaries will meet their obligations when they fall due for payment.
13 Post balance sheet events
The second interim ordinary dividend for the year ended 31 December 2019, which was approved by the Board of Directors after
31 December 2019, is described in note B6 of the Group financial statements.
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NOTES ON THE PARENT COMPANY FINANCIAL STATEMENTS CONTINUEDStatement of Directors’ responsibilities
in respect of the Annual Report and
the financial statements
Thedirectorsareresponsiblefor
preparingtheAnnualReportandthe
Groupandparentcompanyfinancial
statementsinaccordancewithapplicable
lawandregulations.
Companylawrequiresthedirectorsto
prepareGroupandparentcompany
financialstatementsforeachfinancialyear.
Underthatlawtheyarerequiredto
preparetheGroupfinancialstatements
inaccordancewithInternationalFinancial
ReportingStandardsasadoptedbythe
EuropeanUnion(IFRSsasadoptedbythe
EU)andapplicablelawandhaveelected
topreparetheparentCompanyfinancial
statementsinaccordancewithUK
AccountingStandardsandapplicable
law(UKGenerallyAcceptedAccounting
Practice)includingFRS101Reduced
DisclosureFramework.
Undercompanylaw,thedirectorsmust
notapprovethefinancialstatementsunless
theyaresatisfiedthattheygiveatrueand
fairviewofthestateofaffairsoftheGroup
andparentCompanyandoftheirprofitor
lossforthatperiod.Inpreparingeachofthe
GroupandparentCompanyfinancial
statements,thedirectorsarerequiredto:
— selectsuitableaccountingpolicies
andthenapplythemconsistently;
— makejudgementsandestimatesthat
arereasonableandprudent;
— fortheGroupfinancialstatements,
statewhethertheyhavebeenprepared
inaccordancewithIFRSsasadopted
bytheEU;
— fortheparentcompanyfinancial
statements,statewhetherapplicable
UKaccountingstandardshavebeen
followed,subjecttoanymaterial
departuresdisclosedandexplained
intheparentcompanyfinancial
statements;and
— preparethefinancialstatementson
thegoingconcernbasisunlessitis
inappropriatetopresumethatthe
Groupandtheparentcompanywill
continueinbusiness.
Thedirectorsareresponsibleforkeeping
adequateaccountingrecordsthatare
sufficienttoshowandexplaintheparent
Company’stransactionsanddisclosewith
reasonableaccuracyatanytimethe
financialpositionoftheparentCompany
andenablethemtoensurethatitsfinancial
statementscomplywiththeCompanies
Act2006.Theyhavegeneralresponsibility
fortakingsuchstepsasarereasonably
opentothemtosafeguardtheassetsof
theGroupandtopreventanddetectfraud
andotherirregularities.
Underapplicablelawandregulations,
thedirectorsarealsoresponsiblefor
preparingastrategicreport,directors’
report,directors’remunerationreport
andcorporategovernancestatementthat
complywiththatlawandthoseregulations.
Thedirectorsareresponsibleforthe
maintenanceandintegrityofthecorporate
andfinancialinformationincludedon
theCompany’swebsite.Legislationin
theUKgoverningthepreparationand
disseminationoffinancialstatementsmay
differfromlegislationinotherjurisdictions.
ThedirectorsofPrudentialplc,whose
namesandpositionsaresetoutonpages
92to97confirmthattothebestoftheir
knowledge:
— thefinancialstatements,preparedin
accordancewiththeapplicableset
ofaccountingstandards,giveatrue
andfairviewoftheassets,liabilities,
financialpositionandprofitorlossof
theCompanyandtheundertakings
includedintheconsolidationtaken
asawhole;
— thestrategicreportincludesafairreview
ofthedevelopmentandperformance
ofthebusinessandthepositionofthe
Groupandtheundertakingsincluded
intheconsolidationtakenasawhole,
togetherwithadescriptionofthe
principalrisksanduncertaintiesthat
theyface;and
— theAnnualReportandfinancial
statements,takenasawhole,isfair,
balancedandunderstandableand
providestheinformationnecessary
forshareholderstoassessthe
Group’spositionandperformance,
businessmodelandstrategy.
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319
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationIndependent auditor’s report to the
members of Prudential plc
1 Our opinion is unmodified
Wehaveauditedthefinancialstatements
ofPrudentialplc(“thecompany”)forthe
yearended31December2019which
comprise;
— theconsolidatedincomestatement,
consolidatedstatementof
comprehensiveincome,consolidated
statementofchangesinequity,
consolidatedstatementoffinancial
positionandconsolidatedstatement
ofcashflows,andtherelatednotes,
includingaccountingpoliciesin
noteA4;and
— theparentcompanystatementsof
financialpositionandofchangesin
equity,andtherelatednotes,including
thesignificantaccountingpoliciesin
note3.
Inouropinion:
— Thefinancialstatementsgiveatrue
andfairviewofthestateoftheGroup’s
andoftheparentcompany’saffairs
asat31December2019andofthe
Group’sprofitfortheyearthenended;
— TheGroupfinancialstatements
havebeenproperlypreparedin
accordancewithInternational
FinancialReportingStandardsas
adoptedbytheEuropeanUnion;
— Theparentcompanyfinancial
statementshavebeenproperly
preparedinaccordancewithUK
AccountingStandardsincluding
FRS101ReducedDisclosure
Framework;and
— Thefinancialstatementshavebeen
preparedinaccordancewiththe
requirementsoftheCompaniesAct
2006and,asregardstheGroup
financialstatements,Article4of
theIASRegulation.
Basis for opinion
Weconductedourauditinaccordance
withInternationalStandardsonAuditing
(UK)(“ISAs(UK)”)andapplicablelaw.
Ourresponsibilitiesaredescribedbelow.
Webelievethattheauditevidence
wehaveobtainedisasufficientand
appropriatebasisforouropinion.
Ourauditopinionisconsistentwith
ourreporttotheauditcommittee.
Wewereappointedasauditorbythe
shareholdersinOctober1999.Theperiod
oftotaluninterruptedengagementisfor
the21financialyearsended31December
2019.Wehavefulfilledourethical
responsibilitiesunder,andweremain
independentoftheGroupinaccordance
with,UKethicalrequirementsincluding
theFinancialReportingCouncil(‘FRC’)
EthicalStandardasappliedtolistedpublic
interestentities.Nonon-auditservices
prohibitedbythatstandardwereprovided.
2 Key audit matters: our assessment of risks of material misstatement
Keyauditmattersarethosemattersthat,inourprofessionaljudgment,wereofmostsignificanceintheauditofthefinancialstatements
andincludethemostsignificantassessedrisksofmaterialmisstatement(whetherornotduetofraud)identifiedbyus,includingthose
whichhadthegreatesteffecton:theoverallauditstrategy;theallocationofresourcesintheaudit;anddirectingtheeffortsofthe
engagementteam.Wesummarisebelowthekeyauditmatters,indecreasingorderofauditsignificance,inarrivingatourauditopinion
above,togetherwithourkeyauditprocedurestoaddressthosemattersand,asrequiredforpublicinterestentities,ourresultsfromthose
procedures.Thesematterswereaddressed,andourresultsarebasedonproceduresundertaken,inthecontextof,andsolelyforthe
purposeof,ourauditofthefinancialstatementsasawhole,andinformingouropinionthereon,andconsequentlyareincidentaltothat
opinion,andwedonotprovideaseparateopiniononthesematters.
320
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Valuation of insurance contract liabilities and investment contract liabilities with discretionary participation
features (2019: $380,776 million, 2018: $496,805 million).
The risk compared to the prior year is unchanged.
Refer to page 118 (Audit Committee report), page 208 (accounting policy) and pages 262 to 275 (financial disclosures)
The risk
Our response
TheGrouphassignificantinsurancecontractliabilities
andinvestmentcontractliabilitieswithdiscretionary
participationfeatures(policyholderliabilities)representing
88percentoftheGroup’stotalliabilities.
Subjective valuation
Thisisanareathatinvolvessignificantjudgementover
uncertainfutureoutcomes,mainlytheultimatetotal
settlementvalueoftheselongtermpolicyholderliabilities.
Economicassumptions,includinginvestmentreturnand
associateddiscountrates,andoperatingassumptions
includingmortality,morbidity,expenses,utilisationof
guaranteesandpersistency(includingconsiderationof
policyholderbehaviour)arethekeyinputsusedtoestimate
theselongtermliabilities,inadditiontotheappropriate
designandcalibrationofcomplexreservingmodels.
Thespecificapplicationofthesejudgementstoindividual
segmentsisexplainedbelow.
FortheUSinsurancesegment,thevaluationofthe
guaranteesinthevariableannuity(‘VA’)businessiscomplex
asitinvolvesexercisingsignificantjudgementrelatedto
inputssuchasexpectedmarketratesofreturn,fund
performance,anddiscountrates,aswellasassumptions
suchasmortality,benefitutilisation,andpersistency.
FortheAsiainsurancesegment,thevaluationofthe
policyholderliabilitiesrequiressignificantjudgement
overthesettingofmortality,morbidity,persistency
andexpenseassumptions.
Theeffectofthesemattersisthat,aspartofourrisk
assessment,wedeterminedthatthevaluationof
policyholderliabilitieshasahighdegreeofestimation
uncertainty,withapotentialrangeofreasonableoutcomes
greaterthanourmaterialityforthefinancialstatements
asawholeandpossiblymanytimesthatamount.
ThefinancialstatementsnotesC7.2andC7.3disclosethe
sensitivitiesestimatedbytheGroup.
Weusedourownactuarialspecialiststoassistusinperforming
ourproceduresinthisarea.
Ourproceduresincluded:
Methodology choice
Weassessedthemethodologyforselectingassumptionsandcalculating
thepolicyholderliabilities.Thisincluded:
— Assessingthemethodologyadoptedforselectingassumptionsby
applyingourindustryknowledgeandexperienceandcomparingthe
methodologyusedagainstindustrystandardactuarialpractice;
— Assessingthemethodologyadoptedforcalculatingthepolicyholder
liabilitiesbyreferencetotherequirementsoftheaccountingstandard
andassessingtheimpactofcurrentyearchangesinmethodologyon
thecalculationofpolicyholderliabilities;
— Comparingchangesinmethodologytoourexpectationsderivedfrom
marketexperience;and
— Evaluatingtheanalysisofthemovementsinpolicyholderliabilities
duringtheyear,includingconsiderationofwhetherthemovements
wereinlinewiththemethodologyandassumptionsadopted.
Control operation
WeusedourownITspecialiststoassistusinperformingourprocedures
inthisareawhichincludedtestingofthedesign,implementationand
operatingeffectivenessofkeycontrolsoverthevaluationprocess.
Controlstestinginrespectofthevaluationprocessincludedassessment
andapprovalofthemethodsandassumptionsadoptedoverthe
calculationofpolicyholderliabilitiesaswellasappropriateaccessand
changemanagementcontrolsovertheactuarialmodels.
Our procedures for the US insurance segment also included:
Historical comparison
— Assessingtheassumptionsrelatingtopolicyholderbehaviour(benefit
utilisationandpersistency)bycomparingtorelevantcompanyand
industryhistoricalexperiencedatainordertoassesswhetherthis
supportedtheyear-endassumptionsadopted.
Benchmarking assumptions and sector experience
— Assessingtheassumptionsforinvestmentmixandprojected
investmentreturnsbycomparingtocompanyspecificandindustry
dataandforfuturegrowthratesbycomparingtomarkettrendsand
marketvolatility.
— Utilisingtheresultsofourindustrybenchmarkingofassumptionsand
actuarialmarketpracticetoinformourchallengeofassumptionsin
relationtopolicyholderbehaviour.
Model evaluation
— Assessingthecashflowprojectionsinthereservingmodelsby
referencetotheinclusionofrelevantproductfeatures.Wehavealso
assessedtheimpactofmodellingandassumptionchanges
byinspectingpreandpostchangemodelrunsandcomparingthe
outcomesofthechangestoourexpectations.
— Independentlyrecalculatingtheliabilitiesforaselectionofindividual
policiestoassesswhethertheselectedmodelcalibrationhadbeen
appropriatelyimplemented.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationValuation of insurance contract liabilities and investment contract liabilities with discretionary participation
features (2019: $380,776 million, 2018: $496,805 million).
The risk compared to the prior year is unchanged.
Refer to page 118 (Audit Committee report), page 208 (accounting policy) and pages 262 to 275 (financial disclosures)
The risk
Our response
Our procedures for the Asia insurance segment also included:
Historical comparison
— Evaluatingtheexperienceanalysisinrespectofthemortalityand
morbidityassumptionsbyreferencetoactualexperienceinorder
toassesswhetherthissupportedtheyear-endassumptionsadopted.
Benchmarking assumptions and sector experience
— Usingoursectorexperienceandmarketknowledgetoinform
ourchallengeoftheassumptionsintheareasnotedabove.
Model evaluation
— Assessingthereservingmodelsbyconsideringtheaccuracyof
thecashflowprojectionsincludingbyreferencetotheinclusion
ofrelevantproductfeatures.Wehavealsoassessedtheimpact
ofmodellingandassumptionchangesbyinspectingpreandpost
changemodelrunsandcomparingtheoutcomesofthechanges
toourexpectations.
Assessing transparency
Weassessedwhetherthedisclosuresinrelationtotheassumptionsused
inthevaluationofpolicyholderliabilitiesarecompliantwiththerelevant
accountingrequirements.
Our result
Wefoundthevaluationofpolicyholderliabilitiestobeacceptable
(2018:acceptable).
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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PRUDENTIAL PLC CONTINUEDValuation of certain level 2 and level 3 investments held at fair value (2019: $77,203 million,
2018: $181,757 million).
The risk compared to the prior year is unchanged.
Refer to page 118 (Audit Committee report), page 213 (accounting policy) and pages 244 to 261 (financial disclosures)
The risk
Our response
TheGroup’sinvestmentsportfoliorepresents89percent
(2018:88percent)oftheGroup’stotalassets.
Weusedourownvaluationspecialistsinordertoassistusinperforming
ourproceduresinthisarea.
Subjective valuation
Theareathatinvolvedsignificantauditeffortandjudgement
in2019wasthevaluationofcertainlevel2andlevel3
positionswithintheportfoliooffinancialinvestmentsheld
atfairvalue.Theseincludedunlisteddebtsecuritiesand
unlistedfundsthatarevaluedbyreferencetotheirNet
AssetValue(‘NAVfunds’).Forthesepositionsareliable
thirdpartypricewasnotreadilyavailableandtherefore
involvedtheapplicationofexpertjudgementinthe
valuationsadopted.
Thevaluationoftheportfolioinvolvesjudgement
dependingontheobservabilityandsignificanceofthe
inputsintothevaluationandtheconsequentimpactonthe
classificationofthoseinvestments,andfurtherjudgement
indeterminingtheappropriatevaluationmethodology
whereexternalpricingsourcesareeithernotreadily
availableorareunreliable.
Ourproceduresincluded:
Methodology choice
Weassessedtheappropriatenessofthepricingmethodologieswith
referencetorelevantaccountingstandardsaswellasindustrypractice.
Control operation
Wetestedthedesign,implementationandoperatingeffectivenessof
keycontrolsoverthevaluationprocess,includingtheGroup’sreview
andapprovaloftheestimatesandassumptionsusedforthevaluation
includingkeyauthorisationanddatainputcontrols.
Tests of details
Forasampleofsecurities,weusedourvaluationspecialiststoassessthe
Group’sclassificationofassetswithinLevel2orLevel3byevaluatingthe
observabilityoftheinputsusedinvaluingthesesecurities.
Forasampleofunlisteddebtsecuritieswecomparedthepriceadopted
toourindependentlyderivedprice,usingourvaluationspecialists.
Theeffectofthesemattersisthat,aspartofourrisk
assessment,wedeterminedthatthevaluationofcertain
level2and3investmentsheldatfairvaluehasahigh
degreeofestimationuncertainty,withapotentialrange
ofreasonableoutcomesgreaterthanourmaterialityfor
thefinancialstatementsasawholeandpossiblymanytimes
thatamount.
WeagreedthevaluationsfortheNAVfundstothemostrecentNAV
statements.Toassessreliabilityofthesestatementswecomparedto
auditedfinancialstatementsofthefunds,whereavailable,orperformed
aretrospectivetestovertheNAVvaluationsforeachfundtoassessifthe
fundvaluationsreportedintheauditedfinancialstatementsintheprior
yearweremateriallyconsistentwiththemostrecentNAVvaluation
statementsavailableatthetime.
ThefinancialstatementsnotesC7.2andC7.3disclosethe
sensitivitiesestimatedbytheGroup.
Assessing transparency
Weassessedwhetherthedisclosuresinrelationtothevaluationoflevel2
and3investmentsheldatfairvaluearecompliantwiththerelevant
accountingrequirements.
Our result
Wefoundthevaluationoflevel2and3investmentsheldatfairvalue
tobeacceptable(2018:acceptable).
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323
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationAmortisation of US deferred acquisition costs (‘DAC’) (2019: $12,240 million, 2018: $11,113 million).
The risk compared to the prior year is unchanged.
Refer to page 118 (Audit Committee report), page 211 (accounting policy) and pages 277 to 279 (financial disclosures)
The risk
Our response
DACrepresents3percent(2018:2percent)oftheGroup’s
totalassets.TheDACassociatedwiththeUScomponent,
whichrepresents86percentofthetotalDAC,involvesthe
greatestjudgementintermsofmeasurement.
Weusedourownactuarialspecialiststoassistusinperformingouraudit
proceduresinthisarea.
Ourproceduresincluded:
Subjective valuation
USDACrelatedtoannuitiesisamortisedinproportion
toestimatedgrossprofits.Keyassumptionsimpacting
estimatedgrossprofitsincludeassumptionssuchas
mortalityandpersistency,aswellastheassumptions
aroundlong-terminvestmentreturnandfuturehedge
costs.WeidentifiedtheamortisationofUSDACasakey
auditmattergiventhejudgementsinvolvedinselecting
theseassumptions.
Theeffectofthesemattersisthat,aspartofourrisk
assessment,wedeterminedthattheamortisationofUS
DAChasahighdegreeofestimationuncertainty,witha
potentialrangeofreasonableoutcomesgreaterthanour
materialityforthefinancialstatementsasawhole.The
financialstatementsnoteC7.3disclosesthesensitivities
estimatedbytheGroup.
Historical comparison
Assumptionsrelatingtopersistencyandmortalityarealsorelevanttothe
calculationoftheinsurancecontractliabilities.Seefurtherdetailinour
responsetothatrisk.
Wehavealsoassessedtheappropriatenessoftheassumptionsused
indeterminingtheestimatedfutureprofitprofileandtheextentofthe
associatedadjustmentnecessarytotheamortisationoftheUSDAC
asset.Ourworkincludedcriticallyassessingthejudgementsthat
determinethefutureprofitprofilesinthecontextofactualhistorical
experienceaswellasbyreferencetomarkettrends.
Our sector experience
Wechallengedthereasonablenessoftheselectedassumptionsrelating
toprojectedinvestmentreturnandfuturehedgecostsbasedonour
understandingofdevelopmentsinthebusiness.Ourworkincluded
comparingtheprojectedinvestmentreturnsagainsttheinvestment
portfoliomixandmarketreturndata.Additionally,weevaluated
management’sapproachforderivingtheassumptionforfuturehedge
coststhroughcomparisontoactuarialmarketpractice,andcorroborating
therationaleforanykeydifferences.
Tests of details
Weassessedtheaccuracyofthecalculationsperformedincluding
theextentoftheamortisationadjustmentdeterminedbasedonan
assessmentofthefutureprofitprofiles.
Assessing transparency
WeassessedwhetherthedisclosuresinrelationtotheamortisationofUS
DACarecompliantwiththerelevantaccountingrequirements.
Our result
WefoundtheamortisationofUSDACtobeacceptable
(2018:acceptable).
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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PRUDENTIAL PLC CONTINUEDRecoverability of parent company’s investment in subsidiaries – (2019: $10,444 million, 2018: $13,787 million)
The risk is new in the current year. The risk relates to the parent company financial statements.
Refer to page 118 (Audit Committee report), Refer to page 313 (accounting policy) and pages 315 to 316 (financial disclosures)
The risk
Low risk, high value
Thecarryingamountoftheparentcompany’sinvestments
insubsidiariesrepresents55percent(2018:64percent)of
thecompany’stotalassets.Theirrecoverabilityisnotata
highriskofsignificantmisstatementorsubjecttosignificant
judgement.However,duetotheirmaterialityinthecontext
oftheparentcompanyfinancialstatements,thisis
consideredtobetheareathathadthegreatesteffectonour
overallparentcompanyaudit.
Our response
Ourproceduresincluded:
Tests of details
Comparingthecarryingamountof100%oftheinvestmentsinsubsidiaries
withtherelevantsubsidiaries’draftbalancesheettoidentifywhethertheir
netassets,beinganapproximationoftheirminimumrecoverableamount,
wereinexcessoftheircarryingamountandassessingwhetherthose
subsidiarieshavehistoricallybeenprofit-making.
Assessing subsidiary audits
Assessingtheworkperformedbythesubsidiaryauditteamsonallof
thosesubsidiariesandconsideringtheresultsofthatworkonthose
subsidiaries’profitsandnetassets.
Our result
WefoundtheGroup’sassessmentoftherecoverabilityoftheinvestment
insubsidiariestobeacceptable(2018:acceptable).
FollowingthedemergerofM&GplcfromtheGroupon21October2019,wenolongerconsiderthefollowingtobekeyauditmatters
for2019:
— Determinationofpensionasset(restrictedsurplus)inrespectofthedefinedbenefitpensionscheme.Asaresultofthedemergerand
associatedtransferofcertainfinancialbalancesbyPrudentialplctothedemergedentity,thebalanceisnolongermaterial.
— TheimpactofuncertaintiesduetotheUKexitingtheEuropeanUniononouraudit.Asaresultofthedemerger,theGroupnolonger
hasanytradingoperationsintheUKorEurope.Assuch,thefactorsgivingrisetoakeyauditmatterrelatedtotheseuncertaintiesare
nolongerrelevant.
3 Our application of materiality
and an overview of the scope
of our audit
MaterialityfortheGroupfinancial
statementsasawholewassetat
$298million(2018:$446million)
determinedwithreferencetoabenchmark
ofIFRSshareholders’equity(ofwhich
itrepresents1.5percent(2018:
2.0percent)).WeconsiderIFRS
shareholders’equitytobethemost
appropriatebenchmarkasitrepresents
theresidualinterestthatcanbeascribed
toshareholdersafterpolicyholderassets
andcorrespondingliabilitieshavebeen
accountedfor;weconsiderthatthisisthe
mostappropriatemeasureforthesizeof
thebusinessandthatitprovidesastable
measureyearonyear.Wecompared
ourmaterialityagainstotherrelevant
benchmarks(totalassets,totalrevenue
andprofitbeforetax)toensure
thematerialityselectedwasappropriate
forouraudit.
Wesetoutbelowthematerialitythresholdsthatarekeytotheaudit.
IFRS shareholders’ equity
$19.48bn
(2018:$21.97bn)
Group materiality
$298m(2018:$446m)
$298m
Wholefinancialstatementsmateriality
(2018:$446m)
$238m
Rangeofmaterialityat14components
($40mto$238m)(2018:$70mto$146m)
IFRSshareholders’equity
Groupmateriality
$15m
Misstatementsreportedtothe
auditcommittee(2018:$23m)
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationMaterialityfortheparentcompany
financialstatementsasawholewasset
at$40million(2018:$146million),
determinedwithreferencetoabenchmark
ofparentcompany’snetassets,ofwhich
itrepresents0.3percent(2018:
1.5percent).Thecomponentmateriality,
asdeterminedbytheGroupauditteam,
appliedtotheauditoftheparentcompany
financialstatementsasawholeislower
thanthematerialitywewouldotherwise
havedeterminedbyreferencetoitsnet
assets.
WeagreedtoreporttotheGroupaudit
committeeanycorrectedoruncorrected
identifiedmisstatementsexceeding
$15million(2018:$23million)inaddition
tootheridentifiedmisstatementsthat
warrantreportingonqualitativegrounds.
WesubjectedtheGroup’soperationsto
auditsforgroupreportingpurposesas
follows:
Ofthe14(2018:16)reportingcomponents
scopedinfortheGroupaudit,we
subjected10(2018:10)tofullscopeaudits
forgroupreportingpurposes,and4
(2018:5)toanauditofaccountbalances.
Thecomponentsforwhichweperformed
workotherthanfullscopeauditsforgroup
reportingpurposeswerenotindividually
significantbutwereincludedinthescope
ofourgroupreportingworkastheydid
presentspecificindividualauditrisks
thatneededtobeaddressedorinorder
toprovidefurthercoverageoverthe
Group’sresults.
Thecomponentssubjectedtofullscope
auditsincludedtheparentcompany;the
PrudentialAssuranceCompanyLimited
intheUKandtheinsuranceoperationsin
theUS,HongKong,Indonesia,Singapore,
Malaysia,Vietnam,andChina;andthe
fundmanagementoperationsofM&G.
Thecomponentssubjectedtoanaudit
ofaccountbalancesincludedPrudential
PensionsLimited,theinsuranceoperations
inThailandandTaiwan,andthefund
managementoperationsofEastspring
Singapore.Theaccountbalancesaudited
forThailandwerepolicyholderliabilities,
investments,deferredacquisitioncosts,
premiumsandclaims;theaccountbalances
auditedforTaiwanwerepolicyholder
liabilities,investments,anddeferred
acquisitioncosts;theaccountbalances
auditedforEastspringSingaporewere
otherincomeandexpenses;theaccount
balancesauditedforPrudentialPensions
Limitedweretotalinvestmentreturnand
benefitsandclaims.
Fortheremainingoperations,weperformedanalysisatanaggregatedGrouplevelto
re-examineourassessmentthattherewerenosignificantrisksofmaterialmisstatement
withintheseoperations.
ThesecomponentsaccountedforthefollowingpercentagesoftheGroup’sresults:
Group revenue
Group profit before tax
97%
(2018:96%)
92%
(2018:97%)
FullscopeforGroupauditpurposes2019
Auditofaccountbalances2019
FullscopeforGroupauditpurposes2018
Auditofaccountbalancesandspecified
riskfocusedauditprocedures2018
Residualcomponents
93%
4%
93%
3%
FullscopeforGroupauditpurposes2019
Auditofaccountbalances2019
FullscopeforGroupauditpurposes2018
Auditofaccountbalancesandspecified
riskfocusedauditprocedures2018
Residualcomponents
74%
18%
91%
6%
Group total assets
Group shareholders’ equity
97%
(2018:97%)
93%
(2018:94%)
FullscopeforGroupauditpurposes2019
Auditofaccountbalances2019
FullscopeforGroupauditpurposes2018
Auditofaccountbalancesandspecified
riskfocusedauditprocedures2018
94%
3%
94%
3%
Residualcomponents
FullscopeforGroupauditpurposes2019
Auditofaccountbalances2019
FullscopeforGroupauditpurposes2018
Auditofaccountbalancesandspecified
riskfocusedauditprocedures2018
Residualcomponents
83%
10%
89%
5%
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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PRUDENTIAL PLC CONTINUED4 We have nothing to report
on going concern
TheDirectorshavepreparedthefinancial
statementsonthegoingconcernbasis
astheydonotintendtoliquidatethe
CompanyortheGrouportoceasetheir
operations,andastheyhaveconcluded
thattheCompany’sandtheGroup’s
financialpositionmeansthatthisisrealistic.
Theyhavealsoconcludedthatthereare
nomaterialuncertaintiesthatcouldhave
castsignificantdoubtovertheirability
tocontinueasagoingconcernforatleast
ayearfromthedateofapprovalofthe
financialstatements(“thegoing
concernperiod”).
Ourresponsibilityistoconcludeon
theappropriatenessoftheDirectors’
conclusionsand,hadtherebeenamaterial
uncertaintyrelatedtogoingconcern,to
makereferencetothatinthisauditreport.
However,aswecannotpredictallfuture
eventsorconditionsandassubsequent
eventsmayresultinoutcomesthatare
inconsistentwithjudgementsthatwere
reasonableatthetimetheyweremade,
theabsenceofreferencetoamaterial
uncertaintyinthisauditor’sreportis
notaguaranteethattheGroupandthe
Companywillcontinueinoperation.
InourevaluationoftheDirectors’
conclusions,weconsideredtheinherent
riskstotheGroup’sandCompany’s
businessmodelandanalysedhowthose
risksmightaffecttheGroup’sand
Company’sfinancialresourcesorability
tocontinueoperationsoverthegoing
concernperiod.Therisksthatwe
consideredmostlikelytoadverselyaffect
theGroup’sandCompany’savailable
financialresourcesoverthisperiodwere:
— Adverseimpactsarisingfrom
fluctuationsornegativetrendsinthe
economicenvironmentwhichaffectthe
valuationsoftheGroup’sinvestments,
widercreditspreadsanddefaultsand
valuationofpolicyholderliabilitiesdue
totheimpactofthesemarket
movements;and
— Severelyadversepolicyholderlapse
orclaimsexperience.
Asthesewererisksthatcouldpotentially
castsignificantdoubtontheGroup’sand
theCompany’sabilitytocontinueasa
goingconcern,weconsideredsensitivities
overthelevelofavailablefinancial
resourcesindicatedbytheGroup’s
financialforecaststakingaccountof
reasonablypossible(butnotunrealistic)
adverseeffectsthatcouldarisefromthese
risksindividuallyandcollectivelyand
evaluatedtheachievabilityoftheactions
theDirectorsconsidertheywouldtaketo
improvethepositionshouldtherisks
materialise.Wealsoconsideredless
predictablebutrealisticsecondorder
impacts,suchasfailureofcounterparties
whohavetransactionswiththeGroup
(suchasbanksandreinsurers)tomeet
commitmentsthatcouldgiverisetoa
negativeimpactontheGroup’sfinancial
positionandincreasedilliquiditywhichalso
addstouncertaintyovertheaccessibilityof
financialresourcesandmayreducecapital
resourcesasvaluationsdeclinewhilst
takingintoconsiderationdevelopmentsin
thewidereconomicenvironmentreflecting
factorssuchastheimpactofBrexitand
othersuchmacroeconomicevents.
Basedonthiswork,wearerequired
toreporttoyouif:
— Wehaveanythingmaterialtoaddor
drawattentiontoinrelationtothe
directors’statementinnoteA1tothe
financialstatementsontheuseofthe
goingconcernbasisofaccountingwith
nomaterialuncertaintiesthatmaycast
significantdoubtovertheGroupand
Company’suseofthatbasisforaperiod
ofatleastayearfromthedateof
approvalofthefinancialstatements;or
— TherelatedstatementundertheListing
Rulessetoutonpage133ismaterially
inconsistentwithourauditknowledge.
Wehavenothingtoreportinthese
respects,andwedidnotidentifygoing
concernasakeyauditmatter.
TheGroupauditteamheldaglobal
planningconferencewithcomponent
auditorstoidentifyauditrisksanddecide
howeachcomponentteamshouldaddress
theidentifiedauditrisks.TheGroupaudit
teaminstructedcomponentauditors
astothesignificantareastobecovered,
includingtherelevantrisksdetailedabove
andtheinformationtobereported.
TheGroupauditteamapprovedthe
componentmaterialities,whichranged
from$40millionto$238million(2018:
$70millionto$146million)acrossthe
components,havingregardtothesize
andriskprofileoftheGroupacrossthe
components.Theworkon13components
(2018:15components)wasperformed
bycomponentauditorsandworkonthe
remainingcomponent,whichwasthe
parentcompany,wasperformedbythe
Groupauditteam.
TheGroupauditteamvisitedall
componentauditorlocationsthat
performedafull-scopeaudit.Videoand
telephoneconferencemeetingswerealso
heldwiththesecomponentauditorsand
thosethatperformedanauditofaccount
balances.Atthesevisitsandtelephone
conferencemeetings,anassessmentwas
madeofauditriskandstrategy,thefindings
reportedtotheGroupauditteamwere
discussedinmoredetail,keyworking
paperswereinspectedandanyfurther
workrequiredbytheGroupauditteamwas
thenperformedbythecomponentauditor.
TheGroupteamalsoroutinelyreviewsthe
auditdocumentationofallcomponent
audits.Thisyearforonecomponentin
China,ajointventureoftheGroup,we
visitedthecomponentteaminDecember
andperformedapreliminaryfilereview.
AstheCoronaviruspreventedentryto
thecountrypostyear-end,andremote
accesstoauditdocumentationis
prohibited,weinsteadextendedour
oversightofthatcomponentteam
throughextendedtelephonediscussions
andexpandedreporting.
TheSeniorStatutoryAuditor,in
conjunctionwithotherseniorstaffinthe
Groupandcomponentauditteams,also
regularlyattendedBusinessUnitaudit
committeemeetings(thesewereheld
ataregionallevelforAsia)andparticipated
inmeetingswithlocalcomponentsto
obtainadditionalunderstanding,firsthand,
ofthekeyrisksandauditissuesata
componentlevelwhichmayaffectthe
Groupfinancialstatements.
prudentialplc.com
Prudential plc AnnualReport2019
327
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationCorporate governance disclosures
Wearerequiredtoreporttoyouif:
— wehaveidentifiedmaterial
inconsistenciesbetweentheknowledge
weacquiredduringourfinancial
statementsauditandthedirectors’
statementthattheyconsiderthatthe
annualreportandfinancialstatements
takenasawholeisfair,balancedand
understandableandprovidesthe
informationnecessaryforshareholders
toassesstheGroup’spositionand
performance,businessmodeland
strategy;or
— thesectionoftheannualreport
describingtheworkoftheAudit
Committeedoesnotappropriately
addressmatterscommunicated
byustotheAuditCommittee.
Wearerequiredtoreporttoyouifthe
CorporateGovernanceStatementdoes
notproperlydiscloseadeparturefrom
theprovisionsoftheUKCorporate
GovernanceCodespecifiedbythe
ListingRulesforourreview.
Wehavenothingtoreportinthese
respects.
5 We have nothing to report
on the other information in the
Annual Report
Thedirectorsareresponsibleforthe
otherinformationpresentedinthe
AnnualReporttogetherwiththefinancial
statements.Ouropiniononthefinancial
statementsdoesnotcovertheother
informationand,accordingly,wedonot
expressanauditopinionor,exceptas
explicitlystatedbelow,anyformof
assuranceconclusionthereon.
Ourresponsibilityistoreadtheother
informationand,indoingso,consider
whether,basedonourfinancialstatements
auditwork,theinformationthereinis
materiallymisstatedorinconsistentwith
thefinancialstatementsorouraudit
knowledge.Basedsolelyonthatworkwe
havenotidentifiedmaterialmisstatements
intheotherinformation.
Strategic report and
directors’ report
Basedsolelyonourworkontheother
information:
— wehavenotidentifiedmaterial
misstatementsinthestrategicreport
andthedirectors’report;
— inouropiniontheinformationgiven
inthosereportsforthefinancialyear
isconsistentwiththefinancial
statements;and
— inouropinionthosereportshave
beenpreparedinaccordancewith
theCompaniesAct2006.
Directors’ remuneration report
InouropinionthepartoftheDirectors’
RemunerationReporttobeauditedhas
beenproperlypreparedinaccordance
withtheCompaniesAct2006.
Disclosures of emerging
and principal risks and
longer‑term viability
Basedontheknowledgeweacquired
duringourfinancialstatementsaudit,we
havenothingmaterialtoaddordraw
attentiontoinrelationto:
— Thedirectors’confirmationwithinthe
viabilitystatementonpage70,thatthey
havecarriedoutarobustassessmentof
theemergingandprincipalrisksfacing
theGroup,includingthosethatwould
threatenitsbusinessmodel,future
performance,solvencyandliquidity;
— Theprincipalrisksdisclosuresonpages
51to71describingtheserisksand
explaininghowtheyarebeingmanaged
andmitigated;and
— Thedirectors’explanationinthe
viabilitystatementofhowtheyhave
assessedtheprospectsoftheGroup,
overwhatperiodtheyhavedoneso
andwhytheyconsideredthatperiod
tobeappropriate,andtheirstatement
astowhethertheyhaveareasonable
expectationthattheGroupwillbeable
tocontinueinoperationandmeetits
liabilitiesastheyfalldueovertheperiod
oftheirassessment,includingany
relateddisclosuresdrawingattention
toanynecessaryqualifications
orassumptions.
UndertheListingRuleswearerequiredto
reviewtheviabilitystatement.Wehave
nothingtoreportinthisrespect.
Ourworkislimitedtoassessingthese
mattersinthecontextofonlythe
knowledgeacquiredduringourfinancial
statementsaudit.Aswecannotpredict
allfutureeventsorconditionsandas
subsequenteventsmayresultinoutcomes
thatareinconsistentwithjudgmentsthat
werereasonableatthetimetheywere
made,theabsenceofanythingtoreport
onthesestatementsisnotaguarantee
astotheGroup’sandCompany’slonger-
termviability.
328
Prudential plc AnnualReport2019
prudentialplc.com
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF PRUDENTIAL PLC CONTINUED6 We have nothing to report on the
other matters on which we are
required to report by exception
UndertheCompaniesAct2006weare
requiredtoreporttoyouif,inouropinion:
— Adequateaccountingrecordshavenot
beenkeptbytheparentcompany,or
returnsadequateforouraudithavenot
beenreceivedfrombranchesnotvisited
byus;or
— Theparentcompanyfinancial
statementsandthepartofthe
Directors’RemunerationReporttobe
auditedarenotinagreementwiththe
accountingrecordsandreturns;or
— Certaindisclosuresofdirectors’
remunerationspecifiedbylaware
notmade;or
— Wehavenotreceivedallthe
informationandexplanationswe
requireforouraudit.
Wehavenothingtoreportinthese
respects.
7 Respective responsibilities
Directors’ responsibilities
Asexplainedmorefullyintheirstatement
setoutonpage319,thedirectorsare
responsibleforthepreparationofthe
financialstatementsincludingbeing
satisfiedthattheygiveatrueandfairview.
Theyarealsoresponsiblefor:suchinternal
controlastheydetermineisnecessaryto
enablethepreparationoffinancial
statementsthatarefreefrommaterial
misstatement,whetherduetofraudor
error;assessingtheGroupandparent
company’sabilitytocontinueasagoing
concern,disclosing,asapplicable,matters
relatedtogoingconcern;andusingthe
goingconcernbasisofaccountingunless
theyeitherintendtoliquidatetheGroupor
theparentcompanyortoceaseoperations,
orhavenorealisticalternativebuttodoso.
Auditor’s responsibilities
Ourobjectivesaretoobtainreasonable
assuranceaboutwhetherthefinancial
statementsasawholearefreefrom
materialmisstatement,whetherdueto
fraud,orotherirregularities,(seebelow),
orerror,andtoissueouropinioninan
auditor’sreport.Reasonableassuranceisa
highlevelofassurance,butdoesnot
guaranteethatanauditconductedin
accordancewithISAs(UK)willalways
detectamaterialmisstatementwhenit
exists.Misstatementscanarisefromfraud,
otherirregularitiesorerrorandare
consideredmaterialif,individuallyorin
aggregate,theycouldreasonablybe
expectedtoinfluencetheeconomic
decisionsofuserstakenonthebasisofthe
financialstatements.
Afullerdescriptionofourresponsibilities
isprovidedontheFRC’swebsiteat
www.frc.org.uk/auditorsresponsibilities.
Irregularities – ability to detect
Weidentifiedareasoflawsandregulations
thatcouldreasonablybeexpectedtohave
amaterialeffectonthefinancialstatements
fromourgeneralcommercialandsector
experienceandthroughdiscussionwith
thedirectorsandothermanagement
(asrequiredbyauditingstandards),and
frominspectionoftheGroup’sregulatory
andlegalcorrespondenceanddiscussed
withthedirectorsandothermanagement
thepoliciesandproceduresregarding
compliancewithlawsandregulations.
Wecommunicatedidentifiedlawsand
regulationsthroughoutourteamand
remainedalerttoanyindicationsof
non-compliancethroughouttheaudit.
Thisincludedcommunicationfromthe
Grouptocomponentauditteamsof
relevantlawsandregulationsidentified
atgrouplevel.
Thepotentialeffectoftheselawsand
regulationsonthefinancialstatements
variesconsiderably.Firstly,theGroup
issubjecttolawsandregulationsthat
directlyaffectthefinancialstatements
includingfinancialreportinglegislation
(includingrelatedcompanieslegislation),
distributableprofitslegislationandtaxation
legislationandweassessedtheextentof
compliancewiththeselawsandregulations
aspartofourproceduresontherelated
financialstatementitems.
Secondly,theGroupissubjecttomany
otherlawsandregulationswherethe
consequencesofnon-compliancecould
haveamaterialeffectonamountsor
disclosuresinthefinancialstatements,for
instancethroughtheimpositionoffinesor
litigationorthelossoftheGroup’slicence
tooperate.Weidentifiedtheareaof
regulatorycapitalasthatmostlikelytohave
suchaneffectrecognisingthefinancialand
regulatednatureoftheGroup’sactivities.
Auditingstandardslimittherequiredaudit
procedurestoidentifynon-compliance
withtheselawsandregulationstoenquiry
ofthedirectorsandothermanagement
andinspectionofregulatoryandlegal
correspondence,ifany.Theselimited
proceduresdidnotidentifyactualor
suspectednon-compliance.
Owingtotheinherentlimitationsofan
audit,thereisanunavoidableriskthatwe
maynothavedetectedsomematerial
misstatementsinthefinancialstatements,
eventhoughwehaveproperlyplanned
andperformedourauditinaccordance
withauditingstandards.Forexample,
thefurtherremovednon-compliancewith
lawsandregulations(irregularities)isfrom
theeventsandtransactionsreflectedinthe
financialstatements,thelesslikelythe
inherentlylimitedproceduresrequiredby
auditingstandardswouldidentifyit.In
addition,aswithanyaudit,thereremained
ahigherriskofnon-detectionof
irregularities,asthesemayinvolve
collusion,forgery,intentionalomissions,
misrepresentations,ortheoverrideof
internalcontrols.Wearenotresponsible
forpreventingnon-complianceandcannot
beexpectedtodetectnon-compliance
withalllawsandregulations.
8 The purpose of our audit work and
to whom we owe our responsibilities
ThisreportismadesolelytotheCompany’s
members,asabody,inaccordancewith
Chapter3ofPart16oftheCompaniesAct
2006.Ourauditworkhasbeenundertaken
sothatwemightstatetotheCompany’s
membersthosematterswearerequired
tostatetotheminanauditor’sreportand
fornootherpurpose.Tothefullestextent
permittedbylaw,wedonotacceptor
assumeresponsibilitytoanyoneother
thantheCompanyandtheCompany’s
members,asabody,forourauditwork,
forthisreport,orfortheopinionswe
haveformed.
Philip Smart
(Senior Statutory Auditor)
ForandonbehalfofKPMGLLP,
StatutoryAuditor
PublicInterestEntityAuditorrecognised
inaccordancewiththeHongKong
FinancialReportingCouncilOrdinance
CharteredAccountants
London
10March2020
prudentialplc.com
Prudential plc AnnualReport2019
329
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information06
European
Embedded
Value (EEV)
basis results
330
Prudential plc Annual Report 2019
prudentialplc.com
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prudentialplc.com
Prudential plc Annual Report 2019
331
Index to European Embedded Value (EEV)
basis results
Summarised consolidated income statement
Movement in shareholders’ equity
Summary statement of financial position
Notes on the EEV basis results
1
2
3
Basis of preparation
Results analysis by business area
Analysis of new business contribution
4 Operating profit from long-term business in force
5
6
7
8
9
Short-term fluctuations in investment returns
Effect of changes in economic assumptions
Impact of NAIC reform, hedge modelling and other related changes in the US
Net core structural borrowings of shareholder-financed businesses
Gain (loss) attaching to corporate transactions
10 Analysis of movement in total net worth and value of in-force for long-term business
11 Analysis of movement in free surplus
12 Expected transfer of value of in-force business and required capital to free surplus
13 Sensitivity of results to alternative assumptions
14 Methodology and accounting presentation
15 Assumptions
16 Insurance new business
Statement of Directors’ responsibilities
Auditor’s report
Page
333
334
335
336
337
338
339
339
340
340
341
342
342
344
346
347
349
354
357
358
359
Description of EEV basis reporting
In broad terms, IFRS profit for long-term business reflects the aggregate of results on a traditional accounting basis. By contrast, EEV is a
way of reporting the value of the life insurance business.
The EEV basis results have been prepared in accordance with the EEV Principles issued by the European Insurance CFO Forum in 2016.
The EEV Principles provide consistent definitions, a framework for setting actuarial assumptions and an approach to the underlying
methodology and disclosures. All results are stated net of tax and converted using actual exchange rates (AER) unless otherwise stated.
AER are actual historical exchange rates for the specific accounting period.
332
Prudential plc Annual Report 2019
prudentialplc.com
European Embedded Value (EEV) basis results
Summarised consolidated income statement
Continuing operations:
New business
Business in force
Long-term business
Asset management
Operating profit from long-term business and asset management
Other income and expenditure note (i)
Restructuring costs note (ii)
Operating profit from continuing operations
Short-term fluctuations in investment returns
Effect of changes in economic assumptions
Impact of NAIC reform, hedge modelling and other related changes in the US
Mark-to-market value movements on core structural borrowings
Loss attaching to corporate transactions
Non-operating loss from continuing operations
Profit for the year from continuing operations
(Loss) profit for the year from discontinued operations
(Loss) profit for the year
Attributable to:
Equity holders of the Company:
From continuing operations
From discontinued operations
Non-controlling interests from continuing operations
2019 $m
2018 $m
Note
Asia
US Group total
Group total
3,522
2,366
5,888
250
6,138
883
874
1,757
25
1,782
3
4
5
6
7
8
9
4,405
3,240
7,645
275
7,920
(923)
(92)
6,905
3,254
(1,868)
(3,457)
(466)
(207)
(2,744)
4,161
(4,797)
(636)
4,707
3,975
8,682
216
8,898
(969)
(63)
7,866
(3,335)
416
–
733
(100)
(2,286)
5,580
546
6,126
4,152
(4,797)
9
(636)
5,576
546
4
6,126
2019
2018
266.6¢
305.3¢
160.5¢
(185.4)¢
(24.9)¢
216.5¢
21.2¢
237.7¢
2,587
2,575
EEV basis basic earnings per share
Based on operating profit from continuing operations after non-controlling interests (in cents)
Based on (loss) profit for the year attributable to equity holders of the Company (in cents)
From continuing operations
From discontinued operations
Weighted average number of shares in the year (millions)
Notes
(i)
(ii)
EEV basis other income and expenditure represents the post-tax IFRS basis results for other operations (including interest costs on core structural borrowings, corporate
expenditure for head office functions in London and Hong Kong, the Group’s treasury function and Africa operations) less the unwind of expected margins on the internal
management of the assets of the covered business (as explained in note 14(i)(g)).
Restructuring costs include group-wide costs incurred for IFRS 17 implementation in 2019 from continuing operations.
prudentialplc.com
Prudential plc Annual Report 2019
333
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Movement in shareholders’ equity
Continuing operations:
Operating profit from long-term and asset
management businesses
Other income and expenditure
Restructuring costs
Operating profit (loss) from continuing
operations
Non-operating profit (loss) from continuing
operations
Profit (loss) for the year from continuing
operations
(Loss) profit for the year from discontinued
operations note (iv)
Profit (loss) for the year
Non-controlling interests
Foreign exchange movements on operations
Intra-group dividends and investment in
operations note (i)
External dividends
Mark-to-market value movements on Jackson
assets backing surplus and required capital
Other movements note (ii)
Demerger dividend in specie of M&G plc
Net increase (decrease) in shareholders’
equity
Shareholders’ equity at beginning of year
Shareholders’ equity at end of year
Representing:
Long-term business
Asset management and other
Goodwill note (v)
Shareholders’ equity at end of year
Shareholders’ equity per share at end of year note (iii)
Long-term business
Asset management and other
Goodwill note (v)
Shareholders’ equity at beginning of year
Shareholders’ equity per share at
beginning of year note (iii)
2019 $m
2018* $m
Asia
US
Other
Total
continuing
operations
Discontinued
UK and
Europe
operations
Group
total
Group
total
6,138
–
(31)
1,782
–
(5)
–
(923)
(56)
7,920
(923)
(92)
7,920
(923)
(92)
8,898
(969)
(63)
6,107
1,777
(979)
6,905
6,905
7,866
1,962
(3,802)
(904)
(2,744)
(2,744)
(2,286)
8,069
(2,025)
(1,883)
4,161
4,161
5,580
–
8,069
(6)
409
–
–
–
(4,797)
(4,797)
(2,025)
–
–
(1,883)
(3)
34
4,161
(9)
443
(4,797)
223
(636)
(9)
666
(1,270)
–
(525)
–
7,276
(1,634)
5,481
(1,634)
(5,481)
–
–
(1,634)
–
25
–
206
(23)
–
–
(40)
–
206
(38)
–
–
133
(7,379)
206
95
(7,379)
546
6,126
(4)
(1,574)
–
(1,662)
(127)
176
–
7,227
32,008
39,235
(2,367)
18,709
16,342
37,843
596
796
39,235
1,508¢
30,985
389
634
32,008
16,336
6
–
16,342
628¢
18,658
51
–
18,709
3,750
(4,616)
8,610
46,101
(17,301)
17,301
(866)
54,711
–
(892)
26
(866)
54,179
(290)
822
54,711
(33)¢
2,103¢
–
–
–
–
–
–
–
(4,616)
–
49,643
(4,176)
634
(4,616)
46,101
14,531
1,302
1,468
17,301
(8,691)
63,402
54,711
2,935
60,467
63,402
54,179
(290)
822
54,711
2,103¢
64,174
(2,874)
2,102
63,402
64,174
(2,874)
2,102
63,402
2,445¢
62,116
(3,621)
1,972
60,467
1,234¢
722¢
(178)¢
1,778¢
667¢
2,445¢
2,337¢
* The 2018 comparative results have been re-presented from those previously published to reflect the change in the Group’s presentation currency from pounds sterling to US dollars and
the reclassification of the Group’s UK and Europe operations as discontinued operations in 2019 (see note 1).
Notes
(i)
Intra-group dividends represent dividends that have been declared in the year. Dividends payable by the discontinued UK and Europe operations (M&G plc) to Prudential plc
includes a $3,841 million pre-demerger dividend, cash dividends paid in the period of $684 million and restructuring impacts related to the demerger. Investment in operations
reflects movements in share capital. The amounts included for these items in the analysis of movement in free surplus (note 11) for Asia are as per the holding company cash flow at
transaction rates. The difference primarily relates to intra-group loans, foreign exchange and other non-cash items.
(ii) Other movements include reserve movements in respect of the shareholders’ share of actuarial gains and losses on defined benefit pension schemes that were transferred to
M&G plc at 30 June 2019, share capital subscribed, share-based payments, treasury shares and intra-group transfers between operations that have no overall effect on the Group’s
shareholders’ equity.
(iii) Based on the number of issued shares at the end of 2019 of 2,601 million shares (end of 2018/beginning of 2019: 2,593 million shares, beginning of 2018: 2,587 million shares).
(iv) On 21 October 2019, the Group completed the demerger of its UK and Europe operations (M&G plc), resulting in two separately listed companies. The demerger dividend in specie
of M&G plc has been recorded at the fair value of M&G plc at the date of the demerger. The difference between the fair value and its carrying value, together with profit earned up
to the date of the demerger have been recorded as loss for the year from the discontinued UK and Europe operations.
Representing goodwill attributable to shareholders.
(v)
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EUROPEAN EMBEDDED VALUE (EEV) BASIS RESULTS CONTINUEDSummary statement of financial position
Assets less liabilities before deduction of insurance funds
Less insurance funds:*
Policyholder liabilities (net of reinsurers’ share) and unallocated surplus of with-profits funds
Shareholders’ accrued interest in the long-term business
Less non-controlling interests
Total net assets attributable to equity holders of the Company
Share capital
Share premium
IFRS basis shareholders’ reserves
IFRS basis shareholders’ equity
Shareholders’ accrued interest in the long-term business
EEV basis shareholders’ equity
Representing
Continuing operations
Discontinued UK and Europe operations
EEV basis shareholders’ equity
31 Dec 2019
$m
31 Dec 2018
$m
396,241
549,264
(376,572)
35,234
(341,338)
(192)
(527,273)
41,434
(485,839)
(23)
54,711
63,402
172
2,625
16,680
19,477
35,234
54,711
54,711
–
54,711
166
2,502
19,300
21,968
41,434
63,402
46,101
17,301
63,402
* Including liabilities in respect of insurance products classified as investment contracts under IFRS 4.
The supplementary information on pages 333 to 357 was approved by the Board of Directors on 10 March 2020.
Paul Manduca
Chairman
Mike Wells
Group Chief Executive
Mark FitzPatrick
Group Chief Financial Officer
and Chief Operating Officer
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationNotes on the EEV basis results
1 Basis of preparation
The EEV basis results have been prepared in accordance with the EEV Principles issued by the European Insurance CFO Forum in 2016.
The EEV Principles provide consistent definitions, a framework for setting actuarial assumptions and an approach to the underlying
methodology and disclosures. Where appropriate, the EEV basis results include the effects of adoption of EU-endorsed IFRS. The
Directors are responsible for the preparation of the supplementary information in accordance with the EEV Principles.
The Group completed the demerger of its UK and Europe operations, M&G plc, from the Prudential plc Group on 21 October 2019. In
line with the treatment of the results under IFRS, the EEV basis results for the Group’s UK and Europe operations have been reclassified
as discontinued operations and removed from the Group’s key performance indicators (KPIs). In the subsequent notes, comparative
amounts have been represented to show continuing operations only in order to present the results on a comparable basis. The Directors
have also elected to change the Group’s presentation currency from pounds sterling to US dollars. The 2018 comparative results have
been accordingly re-presented from those previously published for these changes (see note A1 of the Group IFRS financial statements for
exchange rates used).
Overview
Results prepared under the EEV Principles represent the present value of the shareholders’ interest in the post-tax future profits (on a
local statutory basis) expected to arise from the current book of long-term business, after sufficient allowance has been made for the
aggregate risks in that business. The shareholders’ interest in the Group’s long-term business comprises:
— The present value of expected future shareholder cash flows from the in-force covered business (value of in-force business), less
explicit allowance for the cost of locked-in required capital and the time value of financial options and guarantees across a range of
economic scenarios;
— Locked-in required capital, based on the applicable local statutory regulations, including any amounts considered to be required
above the local statutory minimum requirements to satisfy regulatory constraints (the application of this principle to each business
unit is set out below); and
— The shareholders’ total net worth in excess of required capital (free surplus). Free surplus is defined in note 11.
Required capital
For shareholder-backed business, the following capital requirements apply for long-term business:
— Asia: the level of required capital has been set to an amount at least equal to local statutory notification requirements. For China JV life
operations, the level of required capital follows the approach for embedded value reporting issued by the China Association of
Actuaries (CAA) reflecting the China Risk Oriented Solvency System (C-ROSS) regime; and
— US: the level of required capital has been set at 250 per cent of the risk-based capital (RBC) required by the National Association of
Insurance Commissioners (NAIC) at the Company Action Level (CAL).
Key assumptions
The value of in-force business is determined by projecting post-tax future profits (on a local statutory basis) by product, using best
estimate assumptions for operating factors such as persistency, mortality, morbidity and expenses. Explicit allowances are made for the
cost of holding required capital under the applicable local statutory regimes and the time value of financial options and guarantees
(TVOG). The TVOG is determined by weighting the probability of outcomes across a large number of different economic scenarios, and
is less applicable to health and protection business that generally contain more limited financial options or guarantees.
As well as best estimate assumptions for operating factors, the projected cash flows assume a level of future investment return and are
discounted using a risk discount rate. Both the risk discount rate and investment return are updated at each valuation date in line with
changes in the risk-free rates. During 2019, this has had an overall negative effect on new business and in-force profitability. Different
products will be sensitive to different assumptions, for example, spread-based products or products with guarantees are likely to benefit
from higher assumed investment returns.
Risk discount rates are set equal to the risk-free rate at the valuation date plus a product-specific allowance for market and non-market
risks, excluding risks explicitly captured elsewhere such as via the TVOG. Products such as participating and unit-linked business will
have typically a higher allowance for market risk as compared to health and protection products due to a higher proportion of equity-type
assets within the investment portfolio. Other product design and business features also affect the risks attached to the emergence of
shareholder cash flows, for example, the construct of with-profits funds in some business units can reduce the sensitivity of both
policyholder and shareholder cash flows for participating products. Risk discount rates in any one business unit will reflect a blend of the
risks attaching to the products written in that business.
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The value of future new business is excluded from the embedded value.
A description of the EEV methodology and accounting presentation is provided in note 14, including an explanation of the delineation
of profit between operating profit based on longer-term investment returns and non-operating items. Further details of best estimate
assumptions are provided in note 15.
2 Results analysis by business area
The 2018 comparative results are shown below on both actual exchange rates (AER) and constant exchange rates (CER) bases. The 2018
CER comparative results are translated at 2019 average exchange rates for US dollars following the change in the Group’s presentation
currency.
Annual premium equivalents (APE) from continuing operations note 16
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
Annual
premium
equivalent
New
business
profit
Annual
premium
equivalent
New
business
profit
Annual
premium
equivalent
New
business
profit
Annual
premium
equivalent
New
business
profit
Annual
premium
equivalent
New
business
profit
Asia
US
Group total
5,161
2,223
7,384
3,522
883
4,405
4,999
2,059
7,058
3,477
1,230
4,707
3%
8%
5%
1%
(28)%
(6)%
4,959
2,059
7,018
3,460
1,230
4,690
4%
8%
5%
2%
(28)%
(6)%
Profit for the year
Continuing operations:
Asia
Long-term business
Asset management
Total
US
Long-term business
Asset management
Total
Operating profit from long-term business and asset
management
Other income and expenditure
Restructuring costs
Operating profit from continuing operations
Short-term fluctuations in investment returns
Effect of changes in economic assumptions
Impact of NAIC reform, hedge modelling and other related
changes in the US
Mark-to-market value movements on core structural
borrowings
Loss attaching to corporate transactions
Total non-operating loss from continuing operations
Profit for the year from continuing operations
(Loss) profit for the year from discontinued operations
(Loss) profit for the year
Actual exchange rate
Constant exchange rate
2019 $m
2018 $m
Change %
2018 $m
Change %
5,888
250
6,138
1,757
25
1,782
7,920
(923)
(92)
6,905
3,254
(1,868)
(3,457)
(466)
(207)
(2,744)
4,161
(4,797)
(636)
5,858
212
6,070
2,824
4
2,828
8,898
(969)
(63)
7,866
(3,335)
416
–
733
(100)
(2,286)
5,580
546
6,126
1%
18%
1%
(38)%
525%
(37)%
(11)%
5%
(46)%
(12)%
(25)%
(979)%
(110)%
5,843
209
6,052
2,824
4
2,828
8,880
(936)
(61)
7,883
(3,333)
417
–
702
(99)
(2,313)
5,570
522
6,092
1%
20%
1%
(38)%
525%
(37)%
(11)%
1%
(51)%
(12)%
(25)%
(1,019)%
(110)%
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CONTINUED
2 Results analysis by business area continued
EEV basis basic earnings per share
Based on operating profit from continuing operations after
non-controlling interests (in cents)
Based on (loss) profit for the year attributable to equity
holders of the Company (in cents):
From continuing operations
From discontinued operations
3 Analysis of new business contribution
Actual exchange rate
Constant exchange rate
2019
2018
Change %
2018
Change %
266.6¢
305.3¢
(13)%
306.1¢
(13)%
160.5¢
(185.4)¢
(24.9)¢
216.5¢
21.2¢
237.7¢
(26)%
(975)%
(110)%
216.3¢
20.3¢
236.6¢
(26)%
(1,013)%
(111)%
Annual
premium
equivalents
(APE)
$m
note 16
5,161
2,223
7,384
Annual
premium
equivalents
(APE)
$m
note 16
4,999
2,059
7,058
Present value
of new
business
premiums
(PVNBP)
$m
note 16
29,244
22,231
51,475
Present value
of new
business
premiums
(PVNBP)
$m
note 16
27,711
20,593
48,304
2019
New business
contribution
$m
note (i)
3,522
883
4,405
2018
New business
contribution
$m
note (i)
3,477
1,230
4,707
New business margin
APE
%
68%
40%
60%
PVNBP
%
12.0%
4.0%
8.6%
New business margin
APE
%
70%
60%
67%
PVNBP
%
12.5%
6.0%
9.7%
Asia note (ii)
US
Group total
Asia note (ii)
US
Group total
Notes
(i)
The movement in new business contribution from $4,707 million for 2018 to $4,405 million for 2019 from continuing operations is analysed as follows:
2018 new business contribution
Foreign exchange movement
Effect of changes in interest rates and other economic assumptions
Impact of US EEV hedge modelling enhancements note 7
Sales volume, business and product mix and other items
2019 new business contribution
(ii)
Asia new business contribution is analysed as follows:
China JV
Hong Kong
Indonesia
Taiwan
Other
Total Asia
US
$m
Group total
$m
Asia
$m
3,477
(17)
(35)
–
97
3,522
1,230
–
(155)
(114)
(78)
883
2019 $m
2018 $m
262
2,042
227
75
916
3,522
AER
199
2,309
163
61
745
3,477
4,707
(17)
(190)
(114)
19
4,405
CER
190
2,310
163
56
741
3,460
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4 Operating profit from long-term business in force
Unwind of discount and other
expected returns note (i)
Effect of changes in operating assumptions note (ii)
Experience variances and other items note (iii)
Total operating profit from long-term business
in force
2019 $m
2018 $m
Asia
1,542
539
285
2,366
US
728
1
145
874
Group
total
2,270
540
430
Asia
US
1,626
457
298
1,176
154
264
Group
total
2,802
611
562
3,240
2,381
1,594
3,975
Notes
(i)
The movement in unwind of discount and other expected returns from $2,802 million for 2018 to $2,270 million for 2019 from continuing operations is analysed as follows:
2018 unwind of discount and other expected returns
Foreign exchange movement
Effect of changes in interest rates and other economic assumptions
Impact of US EEV hedge modelling enhancements note 7
Growth in opening value of in-force business and other items
2019 unwind of discount and other expected returns
Asia
$m
1,626
(12)
(234)
–
162
1,542
US
$m
Group total
$m
1,176
–
(104)
(210)
(134)
728
2,802
(12)
(338)
(210)
28
2,270
(ii)
(iii)
The 2019 effect of changes in operating assumptions of $539 million in Asia principally reflects the outcome from the annual review of persistency, claims and expense experience,
together with the benefit of medical repricing management actions and the beneficial effect on the effective tax rate for China JV from changes to tax legislation in the first half
of 2019.
In Asia, the 2019 effect of experience variances and other items of $285 million is driven overall by positive mortality and morbidity experience in a number of local business units,
together with positive persistency variance from participating and health and protection products.
In the US, the effect of experience variances and other items is analysed as follows:
Spread experience variance
Amortisation of interest-related realised gains and losses
Other items
Total US experience variances and other items
5 Short-term fluctuations in investment returns
Asia
Hong Kong
Indonesia
Malaysia
Singapore
Taiwan
Thailand
Other
Total Asia note (i)
US
Investment return related experience on fixed income securities note (ii)
Investment return related impact due to changed expectation of profits on in-force variable annuity
business in future periods based on current period separate account return, net of related hedging
activity and other items note (iii)
Total US
Other operations
Group total
2019 $m
2018 $m
38
102
5
145
52
123
89
264
2019 $m
2018 $m
1,526
(14)
(20)
338
147
319
155
2,451
(737)
(103)
(109)
(311)
(37)
(61)
(16)
(1,374)
(243)
80
1,119
876
(73)
(2,057)
(1,977)
16
3,254
(3,335)
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NOTES ON THE EEV BASIS RESULTS
CONTINUED
5 Short-term fluctuations in investment returns continued
Notes
(i)
(ii)
(iii)
For 2019, the credit of $2,451 million mainly represents the increase in bond and equity values in Hong Kong and higher than expected investment returns in Singapore, Thailand
and Taiwan. The small losses in Indonesia and Malaysia represent bond gains being more than offset by lower than expected equity returns.
The net result relating to fixed income securities reflects a number of offsetting items as follows:
– The impact on portfolio yields of changes in the asset portfolio in the year;
– Credit experience versus the longer-term assumption (which in 2019 was positive); and
– The difference between actual realised gains and losses and the amortisation of interest-related realised gains and losses that is recorded within operating profit.
This item reflects the net impact of:
– Changes in projected future fees and future benefit costs arising from the difference between the actual growth in separate account asset values of 24.1 per cent and that
assumed of 4.8 per cent (geometric) (2018: actual growth of negative 5.4 per cent compared to assumed growth of positive 5.3 per cent (geometric)); and
– Related hedging activity arising from realised and unrealised gains and losses on equity and interest rate derivatives compared to the updated expected long-term allowance
for hedging costs recorded in operating profit, and other items.
6 Effect of changes in economic assumptions
Asia
Hong Kong
Indonesia
Malaysia
Singapore
Taiwan
Thailand
Other
Total Asia note (i)
US
Variable annuity business note (ii)
Fixed annuity and other general account business note (iii)
Total US
Group total
2019 $m
2018 $m
(853)
141
127
18
(142)
(220)
262
(667)
(1,556)
355
(1,201)
(1,868)
220
(126)
(25)
93
(19)
37
(27)
153
487
(224)
263
416
Notes
(i)
(ii)
(iii)
In 2019, the negative effect of $(667) million largely arises from movements in long-term interest rates, resulting in lower assumed fund earned rates in Hong Kong, Thailand and
Taiwan, partially offset by the positive effect of lower risk discount rates in Indonesia and Malaysia in valuing future profits for health and protection business and the effect of
changes to the basis of setting economic assumptions as described in note 14(i)(h) and note 15(i).
In 2019, the charge of $(1,556) million mainly reflects the effect of a decrease in the assumed separate account return, following the 80 basis points decrease in the US 10-year
treasury yield over the year, partially offset by the increase in US equity risk premium as described in note 15(i), resulting in lower projected fee income and an increase in projected
benefit costs for variable annuity business.
For fixed annuity and other general account business, the impact of $355 million reflects the increase in the present value of future projected spread income from the combined
decrease in interest rates and credit spreads in the year.
7 Impact of NAIC reform, hedge modelling and other related changes in the US
Impact of NAIC reform adopted at 31 December 2019 note (i)
Impact of hedge modelling changes and other NAIC reform related changes note (ii)
Total EEV impact of NAIC reform, hedge modelling and other related changes in the US
2019 $m
37
(3,494)
(3,457)
Notes
(i)
The National Association of Insurance Commissioners (NAIC) has implemented changes to the US statutory reserve and capital framework for variable annuities, effective from
1 January 2020. Jackson has chosen to early adopt the changes at 31 December 2019 for US statutory reporting and the Group has updated EEV accordingly. The impact on Group
EEV is a $37 million benefit, with the increase in the cost of capital from higher capital requirements more than offset by the timing benefit from releasing policyholder liabilities
earlier than previously anticipated. The impact on the various components of EEV as at 31 December 2019 is shown below. As discussed in note 14(i)(e), the below is based on
a capital requirement of 250 per cent of the risk-based capital company action level and so the impact on free surplus is not equal to the effect on Jackson’s US statutory position.
Free
surplus
$m
Required
capital
$m
Total
net worth
$m
Value of
in-force
business
$m
Total
embedded
value
$m
Impact of NAIC reform adopted at 31 December 2019
(64)
343
279
(242)
37
Given that the NAIC reform was adopted at 31 December 2019, with the exception of the amounts shown above there are no other impacts from this change recorded in the 2019
EEV consolidated income statement or in the analysis of movement in free surplus. If the changes had been adopted with effect from 1 January 2019, the Group’s 2019 EEV results
would not be expected to be materially different.
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(ii)
Following the implementation of the NAIC’s changes to the US statutory reserve and capital framework, enhancements were made to the model used to allow for hedging within
US statutory reporting. As a consequence, the Group has chosen to utilise the enhanced model within EEV to update its allowance for the long-term cost of hedging under EEV
economic assumptions. In common with established practice for such changes, the EEV income statement has been prepared on the basis that this change had been effected at the
start of the year, at a cost of $(3,233) million, included in non-operating profit.
The initial impact on EEV is shown as a reduction in the value of in-force business as at 1 January 2019, and so the unwind of those cash flows over the year reduces the expected
transfer to net worth and hence operating free surplus generation by $(903) million. This leads to an equal and offsetting benefit in short-term fluctuations as the excess of the actual
cost of hedging in 2019 over the expected cost falls accordingly. There is no impact on total free surplus generation for 2019. See note 11 for the US free surplus results.
There were no changes to Jackson’s hedging philosophy during 2019, which continues to focus on the underlying economics of the products whilst managing the volatility in
the statutory position. The revised allowance for the long-term cost of hedging is expected to give a more refined indication of the expected long-term cost of the dynamic hedging
programme under EEV economic assumptions, albeit it is not intended to reflect the exact derivatives held at a given point in time. In common with other long-term assumptions,
the allowance for the expected cost of hedging in EEV will be kept under review, particularly in light of future experience under the new variable annuity statutory capital regime.
In addition to the enhancement to the cost of hedging described above, a number of other changes have been made to EEV reporting following the NAIC reform, coupled with
the objective of bringing the EEV free surplus more in line with the US statutory basis of reporting. The total impact of these changes as recorded in EEV non-operating profit was
$(261) million. A reconciliation of EEV free surplus to surplus under the Group’s LCSM capital measure at 31 December 2019 by segment is provided in note I(i) in the additional
financial information.
8 Net core structural borrowings of shareholder-financed businesses
Holding company cash and short-term
investments note (i)
Central borrowings:
Subordinated debt held post demerger
of M&G plc note (ii)
Senior debt
Bank loan
Central funds before amounts substituted to
M&G plc
Subordinated debt substituted to M&G plc
in 2019 note (iii)
Total central borrowings
Total net borrowings for central operations
Jackson Surplus Notes
Net core structural borrowings of
shareholder-financed businesses note (iv)
31 Dec 2019 $m
Mark-to-
market
value
adjustment
IFRS
basis
EEV
basis at
market
value
31 Dec 2018 $m
Mark-to-
market
value
adjustment
IFRS
basis
EEV
basis at
market
value
(2,207)
–
(2,207)
(4,121)
–
(4,121)
4,304
690
350
5,344
–
5,344
3,137
250
3,387
327
221
–
548
–
548
548
85
633
4,631
911
350
5,892
–
5,892
3,685
335
4,785
658
350
5,793
3,718
9,511
5,390
250
4,020
5,640
(138)
222
–
84
82
166
166
67
233
4,647
880
35
5,877
3,800
9,677
5,556
317
5,873
Notes
(i)
(ii)
(iii)
(iv)
Holding company includes central finance subsidiaries.
In May 2019, the Company redeemed its £400 million 11.375 per cent subordinated notes.
In October 2019, Prudential plc transferred subordinated debt to M&G plc as part of the demerger. In addition to the subordinated debt held at 31 December 2018 as shown in the
table above, the debt transferred included the further £300 million 3.875 per cent subordinated debt raised in July 2019.
The movement in the value of core structural borrowings includes foreign exchange effects for pounds sterling denominated debts, which are included in ‘Exchange movements
on foreign operations’. The movement in the mark-to-market value adjustment can be analysed as follows:
Mark-to-market value adjustment at beginning of year
Mark-to-market value adjustment on subordinated debt substituted to M&G plc at fair value at beginning of year
Charge (credit) in respect of mark-to-market movements included in the income statement*
Effect of foreign exchange movements for pounds sterling denominated debts
Mark-to-market value adjustment at end of year
* Relates to continuing debt only.
2019 $m
2018 $m
233
(82)
466
16
633
1,005
–
(733)
(39)
233
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NOTES ON THE EEV BASIS RESULTS
CONTINUED
9 Gain (loss) attaching to corporate transactions
Gain on disposals note (i)
Other corporate transactions note (ii)
Total
2019 $m
2018 $m
178
(385)
(207)
–
(100)
(100)
Notes
(i)
(ii)
In 2019, the $178 million gain on disposals mainly relates to profits arising from a reduction in the Group’s stake (from 26 per cent to 22 per cent) in its associate in India, ICICI
Prudential Life Insurance Company, and the disposal of Prudential Vietnam Finance Company Limited, a wholly owned subsidiary that provides consumer finance.
In 2019, other corporate transactions undertaken by continuing operations resulted in an EEV loss of $(385) million (2018: $(100) million). This primarily reflects costs related to the
demerger of M&G plc from Prudential plc.
10 Analysis of movement in total net worth and value of in-force for long-term business
Group
Shareholders’ equity at beginning of year
Demerger of UK and Europe operations
Shareholders’ equity at beginning of year from continuing
operations note
New business contribution note 3
Existing business – transfer to net worth
Expected return on existing business note 4
Changes in operating assumptions and
experience variances note 4
Restructuring costs
Operating profit from continuing operations
Non-operating profit (loss) from continuing operations
Profit for the year from continuing operations
Foreign exchange movements
Intra-group dividends and investment in operations
Other movements
Shareholders’ equity at end of year note
Asia
Shareholders’ equity at beginning of year
New business contribution note 3
Existing business – transfer to net worth
Expected return on existing business note 4
Changes in operating assumptions and
experience variances note 4
Operating profit based on longer-term
investment returns
Non-operating profit
Profit for the year
Foreign exchange movements
Intra-group dividends and investment in operations
Other movements
Shareholders’ equity at end of year
2019 $m
Free
surplus
Required
capital
Total
net worth
Value of
in-force
business
Total
embedded
value
9,587
(4,676)
12,542
(6,513)
22,129
(11,189)
42,045
(3,342)
64,174
(14,531)
4,911
(1,158)
3,081
141
558
(5)
2,617
(568)
2,049
66
(1,633)
2
5,395
2,202
(619)
1,914
80
147
1,522
1,195
2,717
66
(1,108)
(253)
3,624
6,029
899
(613)
159
103
–
548
262
810
52
–
–
10,940
(259)
2,468
300
661
(5)
3,165
(306)
2,859
118
(1,633)
2
38,703
4,664
(2,468)
1,970
309
–
4,475
(1,534)
2,941
251
–
(2)
49,643
4,405
–
2,270
970
(5)
7,640
(1,840)
5,800
369
(1,633)
–
6,891
12,286
41,893
54,179
2,904
241
(320)
67
116
104
122
226
52
–
–
3,182
5,106
(378)
1,594
147
25,879
3,900
(1,594)
1,395
30,985
3,522
–
1,542
263
561
824
1,626
1,317
2,943
118
(1,108)
(253)
6,806
4,262
645
4,907
251
–
–
5,888
1,962
7,850
369
(1,108)
(253)
31,037
37,843
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US
Shareholders’ equity at beginning of year
New business contribution note 3
Existing business – transfer to net worth
Expected return on existing business note 4
Changes in operating assumptions and
experience variances note 4
Restructuring costs
Operating profit based on longer-term
investment returns
Non-operating profit (loss)
Profit (loss) for the year
Intra-group dividends and investment in operations
Other movements
2019 $m
Free
surplus
Required
capital
Total
net worth
Value of
in-force
business
Total
embedded
value
2,709
(539)
1,167
61
411
(5)
1,095
(1,763)
(668)
(525)
255
3,125
658
(293)
92
(13)
–
444
140
584
–
–
5,834
119
874
153
398
(5)
1,539
(1,623)
(84)
(525)
255
12,824
764
(874)
575
(252)
–
213
(2,179)
(1,966)
–
(2)
18,658
883
–
728
146
(5)
1,752
(3,802)
(2,050)
(525)
253
Shareholders’ equity at end of year
1,771
3,709
5,480
10,856
16,336
Note
The net value of in-force business for continuing operations comprises the value of future margins from current in-force business less the cost of holding required capital for long-term
business as shown below:
Value of in-force business before deduction of cost of capital and time
value of options and guarantees
Cost of capital
Time value of options and guarantees*
Net value of in-force business
Total net worth
Total embedded value
31 Dec 2019 $m
31 Dec 2018 $m
Asia
US
32,396
(866)
(493)
31,037
6,806
37,843
11,417
(370)
(191)
10,856
5,480
16,336
Group
total
43,813
(1,236)
(684)
41,893
12,286
54,179
Asia
US
27,849
(721)
(1,249)
25,879
5,106
30,985
15,043
(377)
(1,842)
12,824
5,834
18,658
Group
total
42,892
(1,098)
(3,091)
38,703
10,940
49,643
* The time value of options and guarantees (TVOG) arises from the variability of economic outcomes in the future and is, where appropriate, calculated as the difference between an
average outcome across a range of economic scenarios, calibrated around a central scenario, and the outcome from one central economic scenario, as described in note 14(i)(d).
The TVOG and the outcome from the central economic scenario are linked; as the central economic scenario is updated for market conditions and the outcome reflects more or less of the
guaranteed benefit payouts and associated product charges, there will be consequential changes to the TVOG.
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CONTINUED
11 Analysis of movement in free surplus
For EEV covered business, free surplus is the excess of the regulatory basis net assets for EEV reporting purposes (total net worth) over
the capital required to support the covered business. Where appropriate, adjustments are made to total net worth so that backing assets
are included at fair value rather than at cost to comply with the EEV Principles. In the Group’s Asia and US operations, assets deemed to
be inadmissible on a local regulatory basis are included in net worth where considered recognisable on an EEV basis, with the exception
of deferred tax assets in the US that are inadmissible under the local regulatory basis, which have been included in the value of in-force
business (VIF) within the Group’s EEV results. Free surplus for asset management and other operations (including assets and liabilities
of the Group’s central operations, the Group’s treasury function and Africa operations) is taken to be IFRS basis post-tax earnings and
shareholders’ equity, net of goodwill attributable to shareholders, with subordinated debt recorded as free surplus to the extent that it is
classified as available capital under the Group’s capital regime. A reconciliation of EEV free surplus to the Group’s Local Capital
Summation Method (LCSM) surplus over Group minimum capital requirements is set out in note I(i) in the additional financial information.
Operating free surplus generated before impact
of US EEV hedge modelling enhancements
and restructuring costs
Impact of US EEV hedge modelling
enhancements note 7
Operating free surplus generated before
restructuring costs
Restructuring costs
Operating free surplus generated
Non-operating profit (loss) from continuing
operations note (f)
Free surplus generated from discontinued
operations note (g)
Free surplus generated in the year
Net cash flows paid to parent company note (h)
Demerger dividend in specie of M&G plc
External dividends
Foreign exchange movements on foreign
operations, timing differences and
other items note (i)
Net movement in free surplus
Balance at beginning of year
Balance at end of year note (j)
Representing:
Free surplus excluding distribution rights and
other intangibles
Distribution rights and other intangibles
2019 $m
Continuing operations
Asia
note (a)
US
note (b)
Total
insurance
and asset
management
Discontinued
UK and
Europe
operations
Other
note (e)
1,772
2,028
3,800
(923)
–
(903)
(903)
–
1,772
(31)
1,741
1,125
(5)
1,120
2,897
(36)
2,861
1,195
(1,763)
(568)
–
2,936
(950)
–
–
(357)
1,629
2,591
4,220
3,624
596
4,220
–
(643)
(525)
–
–
185
(983)
2,760
1,777
1,753
24
1,777
–
2,293
(1,475)
–
–
(172)
646
5,351
5,997
5,377
620
5,997
(923)
(56)
(979)
(448)
–
(1,427)
2,159
–
(1,634)
810
(92)
3,831
3,739
1,227
2,512
3,739
2,512
2,512
(684)
(7,379)
–
(426)
(5,977)
5,977
–
–
–
–
Group
total
2,877
(903)
1,974
(92)
1,882
(1,016)
2,512
3,378
–
(7,379)
(1,634)
212
(5,423)
15,159
9,736
6,604
3,132
9,736
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Operating free surplus generated before
restructuring costs
Restructuring costs
Operating free surplus generated
Non-operating loss from continuing
operations note (f)
Free surplus generated from discontinued
operations
Free surplus generated in the year
Net cash flows to parent company note (h)
External dividends
Foreign exchange movements, timing
differences and other items note (i)
Net movement in free surplus
Balance at beginning of year
Balance at end of year
Representing:
Free surplus excluding distribution rights and
other intangibles
Distribution rights and other intangibles
2018 $m
Continuing operations
Asia
note (a)
US
note (b)
Total
insurance
and asset
management
1,563
(25)
1,538
1,895
(23)
1,872
3,458
(48)
3,410
(525)
(1,124)
(1,649)
–
1,013
(916)
–
(847)
(750)
3,341
2,591
2,050
541
2,591
–
748
(452)
–
(144)
152
2,608
2,760
2,733
27
2,760
–
1,761
(1,368)
–
(991)
(598)
5,949
5,351
4,783
568
5,351
Other
(969)
(15)
(984)
(29)
–
(1,013)
2,259
(1,662)
1,847
1,431
2,400
3,831
2,300
1,531
3,831
Discontinued
UK and
Europe
operations
2,624
2,624
(891)
–
(58)
1,675
4,302
5,977
5,968
9
5,977
Notes
(a) Operating free surplus generated by Asia insurance and asset management operations before restructuring costs can be analysed as follows:
Operating free surplus generated from
in-force life business
Investment in new business note (c)
Long-term business
Asset management
Total Asia
2019 $m
2018 $m
% change
AER
CER
2,003
(652)
1,351
212
1,563
2,004
(646)
1,358
209
1,567
AER
7%
5%
13%
18%
13%
2,141
(619)
1,522
250
1,772
(b) Operating free surplus generated by US insurance and asset management operations before restructuring costs can be analysed as follows:
Operating free surplus generated from in-force life business before
EEV hedge modelling enhancements note (d)
Impact of EEV hedge modelling enhancements note 7
Operating free surplus generated from in-force life business
Investment in new business note (c)
Long-term business
Asset management
Total US
2019 $m
2018 $m
% change
2,542
(903)
1,639
(539)
1,100
25
1,125
2,191
–
2,191
(300)
1,891
4
1,895
16%
–
(25)%
(80)%
(42)%
525%
(41)%
Group
total
2,489
(63)
2,426
(1,678)
2,624
3,372
–
(1,662)
798
2,508
12,651
15,159
13,051
2,108
15,159
CER
7%
4%
12%
20%
13%
(c)
(d)
Free surplus invested in new business primarily represents acquisition costs and amounts set aside for required capital.
The increase in the US in-force free surplus generation before the EEV hedge modelling enhancements described in note 7 includes a $355 million benefit from the release of
incremental reserves following the integration of the recently acquired John Hancock business.
(e) Other operating free surplus generated for “other business” includes $(145) million (2018: $(103) million) of interest costs (net of tax) on debt that was substituted to M&G plc
(f)
(g)
in October 2019.
Non-operating items include short-term fluctuations in investment returns, the effect of changes in economic assumptions for long-term business, the impact of NAIC reform,
hedge modelling and other related changes in the US (as described in note 7) and the effect of corporate transactions (as described in note 9). In particular, for other business
it includes $(383) million for demerger costs (post-tax). In addition, for 2018 this included the impact in the US of changes to RBC factors following the US tax reform, which were
formally approved by the NAIC in June 2018.
Free surplus generated from the discontinued UK and Europe operations in 2019 includes profit for the period of ownership up to the demerger in October 2019 and fair value
adjustment at the date of the demerger.
(h) Net cash flows to parent company for Asia operations reflect the flows as included in the holding company cash flow.
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NOTES ON THE EEV BASIS RESULTS
CONTINUED
11 Analysis of movement in free surplus continued
(i)
Foreign exchange movements, timing differences and other items represent:
Foreign exchange movements
Mark-to-market value movements on Jackson
assets backing surplus and required capital
Other items (including intra-group loans and other
intra-group transfers between operations and
other non-cash items)*
2019 $m
Continuing operations
Total
insurance
and asset
management
99
206
(477)
(172)
US
–
206
(21)
185
Asia
99
–
(456)
(357)
* The Group total for other items in 2019 included the effect of the redemption of $0.5 billion of subordinated debt.
Foreign exchange movements
Mark-to-market value movements on Jackson assets
backing surplus and required capital
Other items (including intra-group loans and other
intra-group transfers between operations and
other non-cash items) *
2018 $m
Continuing operations
Total
insurance
and asset
management
(64)
(127)
(800)
(991)
US
3
(127)
(20)
(144)
Asia
(67)
–
(780)
(847)
Other
91
–
719
810
Other
(170)
–
2,017
1,847
* The Group total for other items in 2018 included the effect of the net issuance of $1.5 billion of subordinated debt.
(j)
Free surplus from continuing operations at 31 December 2019 represents:
Long-term business
Asset management and other
Total
2019 $m
Total
insurance
and asset
management
5,395
602
5,997
US
1,771
6
1,777
Asia
3,624
596
4,220
Discontinued
UK and
Europe
operations
77
–
(503)
(426)
Discontinued
UK and
Europe
operations
(377)
–
319
(58)
Other
–
3,739
3,739
Group
total
267
206
(261)
212
Group
total
(611)
(127)
1,536
798
Group
total
5,395
4,341
9,736
12 Expected transfer of value of in-force business and required capital to free surplus
The discounted value of in-force business and required capital for the Group’s continuing long-term business operations can be
reconciled to the 2019 and 2018 total emergence of free surplus as follows:
Required capital note 10
Value of in-force business (VIF) note 10
Other items*
Total continuing long-term business operations
31 Dec 2019
$m
31 Dec 2018
$m
6,891
41,893
205
48,989
6,029
38,703
1,915
46,647
* ‘Other items’ represent the impact of the time value of options and guarantees and amounts incorporated into VIF where there is no definitive timeframe for when the payments will be
made or receipts received. These items are excluded from the expected free surplus generation profile below.
Cash flows are projected on a deterministic basis and are discounted at the appropriate risk discount rate. The modelled cash flows use
the same methodology underpinning the Group’s EEV reporting and so are subject to the same assumptions and sensitivities.
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The table below shows how the VIF generated by the in-force business and the associated required capital for the Group’s continuing
long-term business operations is modelled as emerging into free surplus over future years.
Asia
US
Group total
Asia
US
Group total
31 Dec 2019 $m
Expected period of conversion of future post-tax distributable earnings
and required capital flows to free surplus
1-5 years
6-10 years
11-15 years
16-20 years
21-40 years
40+ years
8,561
6,408
6,335
4,735
14,969
11,070
30%
23%
4,394
2,424
6,818
14%
3,398
825
4,223
9%
7,715
302
8,017
16%
3,892
–
3,892
8%
Expected period of conversion of future post-tax distributable earnings and required
capital flows to free surplus from continuing long-term operations
31 Dec 2018 $m
1-5 years
6-10 years
11-15 years
16-20 years
21-40 years
40+ years
7,993
8,824
16,817
36%
5,330
5,214
10,544
23%
3,518
2,256
5,774
12%
2,615
481
3,096
7%
6,876
157
7,033
15%
3,383
–
3,383
7%
2019 total as
shown above
34,295
14,694
48,989
100%
2018 total as
shown above
29,715
16,932
46,647
100%
13 Sensitivity of results to alternative assumptions
(i) Sensitivity analysis – economic assumptions
The tables below show the sensitivity of the embedded value as at 31 December 2019 and 31 December 2018 and the new business
contribution for 2019 and 2018 for continuing long-term business to:
— 1 per cent increase in the discount rates;
— 1 per cent increase in interest rates, including consequential changes in assumed investment returns for all asset classes, market
values of fixed interest assets and risk discount rates (but excluding changes in the allowance for market risk);
— 0.5 per cent decrease in interest rates, including consequential changes in assumed investment returns for all asset classes, market
values of fixed interest assets and risk discount rates (but excluding changes in the allowance for market risk);
— 1 per cent rise in equity and property yields;
— 10 per cent fall in market value of equity and property assets (embedded value only); and
— The Group minimum capital requirements under the LCSM in contrast to EEV basis required capital (embedded value only).
The sensitivities shown below are for the impact of instantaneous (and permanent) changes on the embedded value of long-term
business operations and include the combined effect on the value of in-force business and net assets (including derivatives) held at the
valuation dates indicated. The results only allow for limited management actions such as changes to future policyholder bonuses where
applicable. If such economic conditions persisted, the financial impacts may differ to the instantaneous impacts shown below. In this case
management could also take additional actions to help mitigate the impact of these stresses. No change in the assets held at the valuation
date is assumed when calculating sensitivities. If the changes in assumptions shown in the sensitivities were to occur, the effect shown
below would be recorded within two components of the profit analysis for the following year, namely the effect of changes in economic
assumptions and short-term fluctuations in investment returns. In addition, for changes in interest rates, the effect shown below for the
US (Jackson) would also be recorded within mark-to-market value movements on Jackson assets backing surplus and required capital,
which are taken directly to shareholders’ equity. In addition to the sensitivity effects shown below, the other components of the profit for
the following year would be calculated by reference to the altered assumptions, for example new business contribution and unwind of
discount and other expected returns, together with the effect of other changes such as altered corporate bond spreads.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
NOTES ON THE EEV BASIS RESULTS
CONTINUED
13 Sensitivity of results to alternative assumptions continued
(i) Sensitivity analysis – economic assumptions continued
New business contribution from continuing long-term business
New business contribution note 3
Discount rates – 1% increase
Interest rates and consequential effects – 1% increase
Interest rates and consequential effects – 0.5% decrease
Equity/property yields – 1% rise
Embedded value of continuing long-term business
2019 $m
2018 $m
Asia
3,522
(715)
(46)
(121)
210
US
883
(22)
207
(123)
70
Group
total
4,405
(737)
161
(244)
280
Asia
3,477
(733)
(270)
77
174
US
1,230
(56)
126
(88)
154
Group
total
4,707
(789)
(144)
(11)
328
31 Dec 2019 $m
31 Dec 2018 $m
Asia
US
Group
total
Asia
US
Group
total
Shareholders’ equity note 10
37,843
16,336
54,179
30,985
18,658
49,643
Discount rates – 1% increase
Interest rates and consequential effects – 1% increase
Interest rates and consequential effects – 0.5% decrease
Equity/property yields – 1% rise
Equity/property market values – 10% fall
Group minimum capital requirements
(5,263)
(1,408)
(28)
1,758
(810)
175
(509)
798
(686)
556
(1,205)
221
(5,772)
(610)
(714)
2,314
(2,015)
396
(4,193)
(1,992)
466
1,326
(602)
140
(653)
152
(348)
1,288
(634)
276
(4,846)
(1,840)
118
2,614
(1,236)
416
The directional movements in the sensitivities from 31 December 2018 to 31 December 2019 reflect the generally lower government
bond yields and higher equity markets at 31 December 2019, and the actual hedging portfolio in place at both valuation dates, which
varies due to the nature of Jackson’s dynamic hedging programme.
(ii) Sensitivity analysis – non-economic assumptions
The tables below show the sensitivity of the embedded value as at 31 December 2019 and 31 December 2018 and the new business
contribution for 2019 and 2018 for continuing long-term business operations to:
— 10 per cent proportionate decrease in maintenance expenses (for example, a 10 per cent sensitivity on a base assumption of $10 per
annum would represent an expense assumption of $9 per annum);
— 10 per cent proportionate decrease in lapse rates (for example, a 10 per cent sensitivity on a base assumption of 5 per cent would
represent a lapse rate of 4.5 per cent per annum); and
— 5 per cent proportionate decrease in base mortality (ie increased longevity) and morbidity rates.
New business contribution from continuing long-term business operations
New business contribution note 3
Maintenance expenses – 10% decrease
Lapse rates – 10% decrease
Mortality and morbidity – 5% decrease
2019 $m
2018 $m
Asia
3,522
67
211
116
US
883
15
24
(2)
Group
total
4,405
82
235
114
Asia
3,477
53
206
93
US
1,230
15
32
5
Group
total
4,707
68
238
98
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Embedded value of continuing long-term business operations
Shareholders’ equity note 10
Maintenance expenses – 10% decrease
Lapse rates – 10% decrease
Mortality and morbidity – 5% decrease
Change representing effect on:
Life business
Annuities
31 Dec 2019 $m
31 Dec 2018 $m
Asia
US
Group
total
Asia
US
Group
total
37,843
16,336
54,179
30,985
18,658
49,643
411
1,459
1,323
1,323
–
200
624
94
168
(74)
611
2,083
1,417
1,491
(74)
323
1,238
1,063
1,063
–
227
788
180
250
(70)
550
2,026
1,243
1,313
(70)
14 Methodology and accounting presentation
(i) Methodology
(a) Covered business
The EEV basis results for the Group are prepared for ‘covered business’ as defined by the EEV Principles. Covered business represents
the Group’s long-term insurance business (including the Group’s investments in joint venture and associate insurance operations), for
which the value of new and in-force contracts is attributable to shareholders.
The EEV basis results for the Group’s covered business are then combined with the post-tax IFRS basis results of the Group’s asset
management and other operations (including interest costs on core structural borrowings, corporate expenditure for head office
functions in London and Hong Kong, the Group’s treasury function and Africa operations). Under the EEV Principles, the results for
covered business incorporate the projected margins of attaching internal asset management, as described in note (g) below.
The definition of long-term insurance business comprises those contracts falling under the definition for regulatory purposes together
with, for US operations, contracts that are in substance the same as guaranteed investment contracts (GICs) but do not fall under the
technical definition.
(b) Valuation of in-force and new business
The EEV basis results are prepared incorporating best estimate assumptions about all relevant factors including levels of future
investment returns, persistency, mortality, morbidity and expenses, as described in note 15(iii). These assumptions are used to project
future cash flows. The present value of the projected future cash flows is then calculated using a discount rate, as shown in note 15(i),
which reflects both the time value of money and all other non-diversifiable risks associated with the cash flows that are not otherwise
allowed for.
New business
In determining the EEV basis value of new business, premiums are included in projected cash flows on the same basis of distinguishing
regular and single premium business as set out in the Group’s new business sales reporting.
New business premiums reflect those premiums attaching to the covered business, including premiums for contracts classified as
investment contracts under IFRS. New business premiums for regular premium products are shown on an annualised basis.
New business contribution represents profit determined by applying operating and economic assumptions as at the end of the period.
New business profitability is a key metric for the Group’s management of the development of the business. In addition, new business
margins are shown by reference to annual premium equivalents (APE) and the present value of new business premiums (PVNBP). These
margins are calculated as the percentage of the value of new business profit to APE and PVNBP. APE is calculated as the aggregate of
regular premiums on new business written in the period and one-tenth of single premiums. PVNBP is calculated as the aggregate of
single premiums and the present value of expected future premiums from regular premium new business, allowing for lapses and the
other assumptions made in determining the EEV new business contribution.
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CONTINUED
14 Methodology and accounting presentation continued
Valuation movements on investments
With the exception of debt securities held by Jackson, investment gains and losses during the year (to the extent that changes in capital
values do not directly match changes in liabilities) are included directly in the profit for the year and shareholders’ equity as they arise.
The results for any covered business conceptually reflect the aggregate of the post-tax IFRS basis results and the movements in the
additional shareholders’ interest recognised on an EEV basis. Therefore, the start point for the calculation of the EEV basis results for
Jackson, as for other businesses, reflects the market value movements recognised on an IFRS basis.
In determining the movements in the additional shareholders’ interest, for Jackson’s debt securities backing liabilities, the aggregate
EEV basis results reflect the fact that the value of in-force business incorporates the discounted value of expected future spread earnings.
This value is generally not affected by short-term market movements in debt securities that, broadly speaking, are held for the longer
term. Consequently, within EEV total net worth, Jackson’s debt securities backing liabilities are held on a statutory basis (largely at book
value), while those backing surplus and required capital are accounted for at fair value. Consistent with the treatment applied under IFRS,
for Jackson’s debt securities classified as available-for-sale, movements in unrealised appreciation and depreciation on these securities
are accounted for directly in equity rather than in the income statement, as shown in ‘Mark-to-market value movements on Jackson
assets backing surplus and required capital’ in the statement of movement in shareholders’ equity.
(c) Cost of capital
A charge is deducted from the embedded value for the cost of locked-in required capital supporting the Group’s long-term business. The
cost is the difference between the nominal value of the capital held and the discounted value of the projected releases of this capital,
allowing for post-tax investment earnings on the capital.
The EEV results are affected by the movement in this cost from year to year, which comprises a charge against new business profit and
generally a release in respect of the reduction in capital requirements for business in force as this runs off.
Where required capital is held within a with-profits long-term fund, the value placed on surplus assets within the fund is already
adjusted to reflect its expected release over time and so no further adjustment to the shareholder position is necessary.
(d) Financial options and guarantees
Nature of financial options and guarantees in Prudential’s long-term business
Asia
Participating products in Asia, principally written in Hong Kong, Singapore and Malaysia, have both guaranteed and non-guaranteed
elements. These products provide returns to policyholders through bonuses that are smoothed. There are two types of bonuses: regular
and final. Regular bonuses are declared once a year and, once credited, are guaranteed in accordance with the terms of the particular
products. Final bonuses are guaranteed only until the next bonus declaration.
There are also various non-participating long-term products with guarantees. The principal guarantees are those for whole-of-life
contracts with floor levels of policyholder benefits that accrue at rates set at inception and do not vary subsequently with market
conditions.
US (Jackson)
The principal financial options and guarantees in Jackson are associated with the variable annuity and fixed annuity lines of business.
Jackson issues variable annuity contracts for which it contractually guarantees to the contract holder, subject to specific conditions,
either: a) a return of no less than total deposits made to the contract, adjusted for any partial withdrawals; b) total deposits made to the
contract, adjusted for any partial withdrawals plus a minimum return; or c) the highest contract value on a specified anniversary date,
adjusted for any withdrawals following the specified contract anniversary. These guarantees include benefits that are payable upon
depletion of funds (Guaranteed Minimum Withdrawal Benefits (GMWB)) or as death benefits (Guaranteed Minimum Death Benefits
(GMDB)). These guarantees generally protect the policyholder’s contract value in the event of poor equity market performance. Jackson
hedges the GMWB and GMDB guarantees through the use of equity options and futures contracts, with an expected long-term future
hedging cost allowed for within the EEV value of in-force business to reflect the equity options and futures expected to be held based on
the Group’s current dynamic hedging programme and consideration of past practice. This allowance was re-estimated in 2019 following
the NAIC reform for variable annuity business, as described in note 7. Jackson also historically issued a small amount of income benefits
(Guaranteed Minimum Income Benefits (GMIB)), which are now materially fully reinsured.
Fixed annuities provide that at Jackson’s discretion it may reset the interest rate credited to policyholders’ accounts, subject to a
guaranteed minimum return, depending on the particular product, jurisdiction where issued and the date of issue.
Jackson also issues fixed index annuities that enable policyholders to obtain a portion of an equity-linked return while providing a
guaranteed minimum return, which is of a similar nature to those for fixed annuities.
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Time value
The value of financial options and guarantees comprises the intrinsic value (arising from a deterministic valuation on best estimate
assumptions) and the time value (arising from the variability of economic outcomes in the future).
Where appropriate, a full stochastic valuation has been undertaken to determine the time value of financial options and guarantees.
The economic assumptions used for the stochastic calculations are consistent with those used for the deterministic calculations.
Assumptions specific to the stochastic calculations reflect local market conditions and are based on a combination of actual market data,
historic market data and an assessment of long-term economic conditions. Common principles have been adopted across the Group for
the stochastic asset models, for example, separate modelling of individual asset classes with an allowance for correlations between
various asset classes. Details of the key characteristics of each model are given in note 15(ii).
In deriving the time value of financial options and guarantees, management actions in response to emerging investment and fund
solvency conditions have been modelled. Management actions encompass, but are not confined to, investment allocation decisions,
levels of regular and final bonuses and credited rates. Bonus rates are projected from current levels and varied in accordance with
assumed management actions applying in the emerging investment and fund solvency conditions. In all instances, the modelled actions
are in accordance with approved local practice and therefore reflect the options available to management.
The time value of financial options and guarantees reflects how the market value of the assets (including derivatives) held to manage
the liability portfolios are expected to vary across the range of economic scenarios considered. For instance, in some economic scenarios
the derivative portfolio may project gains in excess of the cost of the underlying guarantees on an EEV basis.
If the calculation of the time value of options and guarantees results in a positive outcome for a particular product (for example for
variable annuity business in the US at 31 December 2019) then the figure is capped at zero, reflecting the strong interaction between the
outcome of the central economic scenario and the time value of financial options and guarantees in these circumstances, and the
reported value of in-force business before deduction of cost of capital and time value of options and guarantees will reflect the outcome
from the full stochastic valuation.
(e) Level of required capital
In adopting the EEV Principles, Prudential has based required capital on the applicable local statutory regulations, including any amounts
considered to be required above the local statutory minimum requirements to satisfy regulatory constraints.
For shareholder-backed businesses, the following capital requirements for long-term business apply:
— Asia: the level of required capital has been set to an amount at least equal to local statutory notification requirements. For China JV life
operations, the level of required capital follows the approach for embedded value reporting issued by the China Association of
Actuaries (CAA) reflecting the C-ROSS regime; and
— US: the level of required capital has been set at 250 per cent of the risk-based capital (RBC) required by the National Association of
Insurance Commissioners (NAIC) at the Company Action Level (CAL).
(f) With-profits business and the treatment of the estate
For the Group’s relevant Asia operations, the proportion of surplus allocated to shareholders from the with-profits funds has been based
on the applicable profit distribution between shareholders and policyholders. The EEV methodology includes the value attributed to the
shareholders’ interest in the residual estate of the in-force with-profits business. In any scenarios where the total assets of the life fund are
insufficient to meet policyholder claims in full, the excess cost is fully attributed to shareholders. As required, adjustments are also made
to reflect any capital requirements for with-profits business in Asia in excess of the available capital of the with-profits funds.
(g) Internal asset management
The in-force and new business results from long-term business include the projected future profit or loss from asset management and
service companies that support the Group’s covered insurance businesses. The results of the Group’s asset management operations
include the current period profit from the management of both internal and external funds. EEV basis shareholders’ other income and
expenditure is adjusted to deduct the unwind of the expected margins on the internal management of the assets of the life funds for the
period as included in ‘Other’ operations. The deduction is on a basis consistent with that used for projecting the results for covered
insurance business. Accordingly, Group operating profit includes the variance between the actual and expected profit margin in respect
of the management of the assets for the covered business.
(h) Allowance for risk and risk discount rates
Overview
Under the EEV Principles, discount rates used to determine the present value of expected future cash flows are set by reference to
risk-free rates plus a risk margin.
The risk-free rates are based on local government bond yields at the valuation date and are generally assumed to remain constant
throughout the projection.
The risk margin reflects any non-diversifiable risk associated with the emergence of distributable earnings that is not allowed for
elsewhere in the valuation. In order to better reflect differences in relative market risk volatility inherent in each product group, Prudential
sets the risk discount rates to reflect the expected volatility associated with the expected future cash flows for each product group in the
embedded value model, rather than at a Group level.
Since financial options and guarantees are explicitly valued under the EEV methodology, risk discount rates exclude the effect of
these product features.
The risk margin represents the aggregate of the allowance for market risk, additional allowance for credit risk where appropriate, and
allowance for non-diversifiable non-market risk. No allowance is required for non-market risks where these are assumed to be fully diversifiable.
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14 Methodology and accounting presentation continued
Market risk allowance
The allowance for market risk represents the beta multiplied by an equity risk premium.
The beta of a portfolio or product measures its relative market risk. The risk discount rates reflect the market risk inherent in each
product group and hence the volatility of product-specific cash flows. These are determined by considering how the profit from each
product is affected by changes in expected returns on various asset classes. By converting this into a relative rate of return, it is possible to
derive a product-specific beta.
Product level betas reflect the product mix at the valuation date to produce appropriate betas and risk discount rates for each major
product group.
In 2019, the Group reconsidered the application of this methodology for certain Asia businesses to reflect a more granular assessment
of the underlying market risks when determining the beta, alongside other refinements. These refinements resulted in the change in the
risk discount rate for Vietnam shown in note 15(i)(a), and had an impact of $67 million via the effect of change in economic assumptions in
note 6. There were small consequential effects on new business contribution and in-force operating profit, which were overall not
material in the context of the Group’s results.
Additional credit risk allowance
The Group’s methodology allows for credit risk. The total allowance for credit risk is to cover expected long-term defaults, credit risk
premium (to reflect the volatility in downgrade and default levels) and short-term downgrades and defaults.
These allowances are initially reflected in determining best estimate returns and through the market risk allowance described above.
However, for those businesses largely backed by holdings of debt securities, these allowances in the projected returns and market risk
allowances may not be sufficient and an additional allowance may be appropriate.
The practical application of the allowance for credit risk varies depending on the type of business as described below:
Asia
For Asia, the allowance for credit risk incorporated in the projected rates of return and the market risk allowance is considered to be
sufficient. Accordingly, no additional allowance for credit risk is required.
The projected rates of return for holdings of corporate bonds comprise the risk-free rate plus an assessment of long-term spread over
the risk-free rate.
US (Jackson)
For Jackson, the allowance for long-term defaults of 0.17 per cent at 31 December 2019 (31 December 2018: 0.17 per cent) is reflected in
the risk margin reserve charge that is deducted in determining the projected spread margin between the earned rate on the investments
and the policyholder crediting rate.
The risk discount rate incorporates an additional allowance for credit risk premium and short-term downgrades and defaults,
as shown in note 15(i)(b). In determining this allowance, a number of factors have been considered, in particular including:
— How much of the credit spread on debt securities represents an increased short-term credit risk not reflected in the risk margin
reserve long-term default assumptions and how much is liquidity premium (which is the premium required by investors to
compensate for the risk of longer-term investments that cannot be easily converted into cash at the fair market value). In assessing this
effect, consideration has been given to a number of approaches to estimate the liquidity premium by considering recent statistical
data; and
— Policyholder benefits for Jackson fixed annuity business are not fixed. It is possible, in adverse economic scenarios, to pass on
a component of credit losses to policyholders (subject to guarantee features), through lower investment returns credited to
policyholders. Consequently, it is only necessary to allow for the balance of the credit risk in the risk discount rate.
The level of the additional allowance is assessed at each reporting period to take account of prevailing credit conditions and as the
business in force alters over time. The additional allowance for variable annuity business has been set at one-fifth of the non-variable
annuity business to reflect the proportion of the allocated holdings of general account debt securities.
Allowance for non-diversifiable non-market risks
The majority of non-market and non-credit risks are considered to be diversifiable. An allowance for non-diversifiable non-market risks
is estimated as set out below.
A base level allowance of 50 basis points is applied to cover the non-diversifiable non-market risks associated with the Group’s
covered business. For the Group’s businesses in less mature markets (such as the Philippines and Thailand), additional allowances are
applied for emerging market risk ranging from 100 to 250 basis points. The level and application of these allowances are reviewed and
updated based on an assessment of the Group’s exposure and experience in the markets. During 2019, the allowance for emerging
market risk was removed for Indonesia, Taiwan and Vietnam reflecting the growth in the size of the businesses and increasing
management exposure and experience in the local markets. For the Group’s business in more mature markets, no additional allowance
is necessary.
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(i) Foreign currency translation
Foreign currency profits and losses have been translated at average exchange rates for the year. Foreign currency transactions are
translated at the spot rate prevailing at the date of the transactions. This includes external dividends paid to shareholders. Prudential will
determine and declare its dividend in US dollars commencing with dividends paid in 2020, including the 2019 second interim dividend.
Foreign currency assets and liabilities have been translated at closing exchange rates. The principal exchange rates are shown in note A1
of the Group IFRS financial statements.
(j) Taxation
In determining the post-tax profit for the year for covered business, the overall tax rate includes the impact of tax effects determined on a
local regulatory basis. Tax payments and receipts included in the projected future cash flows to determine the value of in-force business
are calculated using tax rates that have been announced and substantively enacted by the end of the reporting period.
(ii) Accounting presentation
(a) Analysis of post-tax profit
To the extent applicable, the presentation of the EEV basis profit or loss for the year is consistent with the classification between operating
and non-operating results that the Group applies for the analysis of IFRS basis results. Operating results are determined as described in
note (b) below and incorporate the following:
— New business contribution, as defined in note (i)(b) above;
— Unwind of discount on the value of in-force business and other expected returns, as described in note (c) below;
— The impact of routine changes of estimates relating to operating assumptions, as described in note (d) below; and
— Operating experience variances, as described in note (e) below.
In addition, operating results include the effect of changes in tax legislation, unless these changes are one-off and structural in nature or
primarily affect the level of projected investment returns, in which case they are reflected as a non-operating result.
Non-operating results comprise:
— Short-term fluctuations in investment returns;
— Mark-to-market value movements on core structural borrowings;
— Effect of changes in economic assumptions;
— Impact of NAIC reform, hedge modelling and other related changes in the US; and
— The impact of corporate transactions undertaken in the year.
Total profit or loss in the year attributable to shareholders and basic earnings per share include these items, together with actual
investment returns. The Group believes that operating profit, as adjusted for these items, better reflects underlying performance.
(b) Investment returns included in operating profit
For the investment element of the assets covering the total net worth of long-term insurance business, investment returns are recognised
in operating results at the expected long-term rates of return. These expected returns are calculated by reference to the asset mix of the
portfolio.
For the purpose of determining the long-term returns for debt securities of Jackson for fixed annuity and other general account
business, a risk margin reserve charge is included, which reflects the expected long-term rate of default based on the credit quality of the
portfolio. For Jackson, interest-related realised gains and losses are amortised to the operating results over the maturity period of the sold
bonds; for equity-related investments, a long-term rate of return is assumed (as disclosed in note 15(i)(b)), which reflects the aggregation
of risk-free rates and the equity risk premium at the end of the reporting period. For variable annuity separate account business,
operating profit includes the unwind of discount on the opening value of in-force business adjusted to reflect projected rates of return at
the end of the reporting period, with the excess or deficit of the actual return recognised within non-operating results, together with
related hedging activity variances.
(c) Unwind of discount and other expected returns
The Group’s methodology in determining the unwind of discount and other expected returns is by reference to the value of in-force
business at the beginning of the year (adjusted for the effect of changes in economic and operating assumptions in the current year) and
required capital and surplus assets.
(d) Effect of changes in operating assumptions
Operating profit includes the effect of changes to non-economic assumptions on the value of in-force business at the end of the reporting
period. For presentational purposes the effect of changes is delineated to show the effect on the opening value of in-force business as
operating assumption changes, with the experience variances subsequently being determined by reference to the assumptions at the
end of the reporting period, as discussed below.
(e) Operating experience variances
Operating profit includes the effect of experience variances on non-economic assumptions, such as persistency, mortality, morbidity,
expenses and other factors, which are calculated with reference to the assumptions at the end of the reporting period.
(f) Effect of changes in economic assumptions
Movements in the value of in-force business at the beginning of the year caused by changes in economic assumptions, net of the related
changes in the time value of financial options and guarantees, are recorded in non-operating results.
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15 Assumptions
(i) Principal economic assumptions
The EEV basis results for the Group’s covered business have been determined using economic assumptions where both the long-term
expected rates of return on investments and risk discount rates are set by reference to risk-free rates of return at the end of the reporting
period. The risk-free rates of return are based on local government bond yields, which are generally assumed to remain constant
throughout the projection, and are shown below for each of the Group’s insurance operations. Expected returns on equity and property
asset classes and corporate bonds are derived by adding a risk premium to the risk-free rate based on the Group’s long-term view. In the
majority of business units, equity risk premiums were increased during 2019 by 25 basis points from those applied at 2018. The related
expected return on equity assets and risk discount rates have been increased accordingly. As described in note 14(i)(h), the resulting risk
discount rates incorporate allowances for market risk, additional credit risk and non-diversifiable non-market risks appropriate to the
features and risks of the underlying products and markets, after considering risks allowed for explicitly elsewhere in the EEV basis, such
as cost of capital and the time value of the cost of options and guarantees.
The total profit that emerges over the lifetime of an individual contract as calculated under the EEV basis is the same as that calculated
under the IFRS basis. Since the EEV basis reflects discounted future cash flows, under the EEV methodology the profit emergence is
advanced, thus more closely aligning the timing of the recognition of profit with the efforts and risks of current management actions,
particularly with regard to business sold during the year.
(a) Asia notes(2)(3)
China JV
Hong Kong notes (2)(4)
Indonesia
Malaysia note (4)
Philippines
Singapore note (4)
Taiwan
Thailand
Vietnam
Total weighted average note (1)
Risk discount rate %
New business
In-force business
Government bond
yield %
Expected long-term
inflation %
31 Dec
2019
31 Dec
2018
31 Dec
2019
31 Dec
2018
31 Dec
2019
31 Dec
2018
31 Dec
2019
31 Dec
2018
8.2
3.7
10.8
5.8
12.3
3.3
3.4
9.2
5.3
4.9
8.1
4.4
12.4
6.6
14.5
3.4
4.5
10.0
12.6
5.4
8.2
3.7
10.8
5.9
12.3
3.9
3.0
9.2
5.5
4.9
8.1
4.4
12.4
6.6
14.5
4.2
4.4
10.0
12.6
5.8
3.2
1.9
7.2
3.3
4.6
1.7
0.7
1.5
3.4
3.3
2.7
8.2
4.1
7.0
2.1
0.9
2.5
5.1
3.0
2.5
4.5
2.5
4.0
2.0
1.5
3.0
5.5
3.0
2.5
4.5
2.5
4.0
2.0
1.5
3.0
5.5
Notes
(1)
(2)
(3)
(4)
Total weighted average risk discount rates for Asia shown above have been determined by weighting each business’s risk discount rates by reference to the EEV basis new business
contribution and the net closing value of in-force business. The changes in the risk discount rates for individual Asia businesses reflect the movements in the local government bond
yields, changes in the equity risk premiums, changes in the allowance for market risk as described in note 14(i)(h) and changes in product mix.
For Hong Kong, the assumptions shown are for US dollar denominated business. For other businesses, the assumptions shown are for local currency denominated business.
Equity risk premiums (geometric) in Asia range from 2.9 per cent to 4.8 per cent (31 December 2018: 2.6 per cent to 4.5 per cent).
The geometric equity return assumptions for the most significant equity holdings of the Asia businesses are:
Hong Kong (US dollar denominated business)
Malaysia
Singapore
31 Dec 2019 %
31 Dec 2018 %
4.8
7.3
5.7
5.3
7.9
5.8
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(b) US
Risk discount rate:
Variable annuity:
Risk discount rate
Additional allowance for credit risk included in risk discount rate note 14(i)(h)
Non-variable annuity:
Risk discount rate
Additional allowance for credit risk included in risk discount rate note 14(i)(h)
Total weighted average:
New business
In-force business
Allowance for long-term defaults included in projected spread note 14(i)(h)
US 10-year treasury bond yield
Equity risk premium (geometric)
Pre-tax expected long-term nominal rate of return for US equities (geometric)
Expected long-term rate of inflation
S&P 500 equity return volatility note (ii)(b)
Note
Assumed new business spread margins are as follows:
Fixed annuity business*
Fixed index annuity business†
Institutional business
31 Dec 2019 % 31 Dec 2018 %
6.5
0.2
3.7
1.0
6.1
6.2
0.17
1.9
2.9
4.8
2.9
17.5
7.1
0.2
4.4
1.0
6.9
6.8
0.17
2.7
2.6
5.3
2.9
17.5
2019 %
2018 %
January to
June
issues
July to
December
issues
January to
June
issues
July to
December
issues
1.50
0.50
0.50
0.85
0.50
0.50
1.75
2.00
0.50
1.75
2.00
0.50
* Including the proportion of variable annuity business invested in the general account. The assumed spread margin grades up linearly by 25 basis points to a long-term assumption over
five years.
† The assumed spread margin grades up linearly by 100 basis points over five years, increasing by a further 50 basis points to a long-term assumption at the end of the index option period
(2018 issues: grades up linearly by 25 basis points to a long-term assumption over five years).
(ii) Stochastic assumptions
Details are given below of the key characteristics of the models used to determine the time value of financial options and guarantees as
referred to in note 14(i)(d).
(a) Asia
— The stochastic cost of guarantees is primarily of significance for the Hong Kong, Malaysia, Singapore, Taiwan and Vietnam businesses;
— The principal asset classes are government bonds, corporate bonds and equity;
— Interest rates are projected using a stochastic interest rate model calibrated to the current market yields;
— Equity returns are assumed to follow a log-normal distribution;
— The corporate bond return is calculated based on a risk-free return plus a mean-reverting spread;
— The volatility of equity returns ranges from 18 per cent to 35 per cent for both years; and
— The volatility of government bond yields ranges from 1.1 per cent to 2.0 per cent for both years.
(b) US (Jackson)
— Interest rates and equity returns are projected using a log-normal generator reflecting historical market data;
— Corporate bond returns are based on treasury yields plus a spread that reflects current market conditions;
— The volatility of equity returns ranges from 17 per cent to 26 per cent for both years; and
— The standard deviation of interest rates ranges from 3.1 per cent to 3.3 per cent (2018: from 3.4 per cent to 3.7 per cent).
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15 Assumptions continued
(iii) Operating assumptions
Best estimate assumptions are used for projecting future cash flows, where best estimate is defined as the mean of the distribution of
future possible outcomes. The assumptions are reviewed actively and changes are made when evidence exists that material changes in
future experience are reasonably certain.
Assumptions required in the calculation of the time value of financial options and guarantees, for example relating to volatilities and
correlations, or dynamic algorithms linking liabilities to assets, have been set equal to the best estimates and, wherever material and
practical, reflect any dynamic relationships between the assumptions and the stochastic variables.
Demographic assumptions
Persistency, mortality and morbidity assumptions are based on an analysis of recent experience, and reflect expected future experience.
Where relevant, when calculating the time value of financial options and guarantees, policyholder withdrawal rates vary in line with the
emerging investment conditions according to management’s expectations. When projecting future cash flows for medical
reimbursement business that is repriced annually, explicit allowance is made for expected future premium inflation and separately for
future medical claims inflation.
Expense assumptions
Expense levels, including those of the service companies that support the Group’s long-term business, are based on internal expense
analysis and are appropriately allocated to acquisition of new business and renewal of in-force business. For mature business, it is
Prudential’s policy not to take credit for future cost reduction programmes until the actions to achieve the savings have been delivered.
An allowance is made for short-term required expenses that are not representative of the longer-term expense loadings of the relevant
businesses. At 31 December 2019 the allowance held for these costs across the Group was $313 million, mainly arising in Asia. Expense
overruns are reported where these are expected to be short-lived, including businesses that are growing rapidly or are sub-scale.
For Asia, expenses comprise costs borne directly and costs recharged from the Group head office function in Hong Kong that are
attributable to the covered business. The assumed future expenses for these businesses also include projections of these future
recharges. Development expenses are allocated to Asia covered business and are charged as incurred.
Corporate expenditure, which is included in other income and expenditure, comprises expenditure of the Group head office function
in Hong Kong that is not allocated to the covered business or asset management, primarily for corporate related activities that are charged
as incurred, and expenditure of the Group head office function in London, together with restructuring costs incurred across the Group.
Tax rates
The assumed long-term effective tax rates for operations reflect the expected incidence of taxable profit and loss in the projected future
cash flows as explained in note 14(i)(j). Except for the change in China JV effective tax rate as discussed in note 4, there has been no
change in the effective tax rates applied for projecting future cash flows.
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16 Insurance new business
Continuing operations:
2019 $m
2018 $m
2019 $m
2018 $m
2019 $m
2018 $m
2019 $m
2018 $m
Single premiums
Regular premiums
Annual premium
equivalents (APE)
Present value of new
business premiums
(PVNBP)
Asia
Cambodia
Hong Kong
Indonesia
Malaysia
Philippines
Singapore
Thailand
Vietnam
South-east Asia including Hong Kong
China JV note (b)
Taiwan
India note (c)
Total Asia
US
Variable annuities
Elite Access (variable annuity)
Fixed annuities
Fixed index annuities
Institutional
Total US
Group total note (d)
–
387
292
209
51
1,217
192
22
2,370
710
544
155
3,779
–
458
274
112
57
1,242
290
27
2,460
138
389
105
3,092
12,692
2,002
1,194
3,821
2,522
14,433
2,245
454
335
3,126
22,231
20,593
24
1,977
361
333
153
539
140
215
3,742
518
278
245
4,783
–
–
–
–
–
–
26
2,222
287
324
111
493
127
192
3,782
390
243
276
4,691
–
–
–
–
–
–
26,010
23,685
4,783
4,691
24
2,016
390
355
158
660
159
217
3,979
590
332
260
5,161
1,270
200
119
382
252
2,223
7,384
26
2,266
315
335
117
617
156
195
4,027
403
282
287
4,999
1,443
225
46
33
312
2,059
7,058
111
12,815
1,668
2,090
561
4,711
763
1,342
24,061
2,586
1,418
1,179
119
13,619
1,215
1,765
395
4,821
813
946
23,693
1,753
1,052
1,213
29,244
27,711
12,692
2,002
1,194
3,821
2,522
14,434
2,244
454
335
3,126
22,231
20,593
51,475
48,304
Notes
(a)
The tables shown above are provided as an indicative volume measure of transactions undertaken in the reporting period that have the potential to generate profit for shareholders.
The amounts shown are not, and not intended to be, reflective of premium income recorded in the Group IFRS income statement.
(b) New business in China JV is included at Prudential’s 50 per cent interest in the joint venture.
(c)
(d)
New business in India is included at Prudential’s interest in the associate (with effect from 27 March 2019: 22 per cent; 2018: 26 per cent).
In 2019, the Africa business sold new business APE of $82 million (2018: $51 million on an actual exchange rate basis, $47 million on a constant exchange rate basis). Given the
relative immaturity of the Africa business, it is incorporated into the Group’s EEV basis results on an IFRS basis and is excluded from new business sales and profit metrics.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Statement of directors’ responsibilities in
respect of the European Embedded Value
(EEV) basis supplementary information
The directors have chosen to prepare supplementary information in
accordance with the European Embedded Value Principles issued by the
European Insurance CFO Forum in 2016 (‘the EEV Principles’) using the
methodology and assumptions set out in the Notes on the EEV basis results.
When compliance with the EEV Principles
is stated, those principles require the
directors to prepare supplementary
information in accordance with the
Embedded Value Methodology (EVM)
contained in the EEV Principles and to
disclose and explain any non-compliance
with the EEV guidance included in the EEV
Principles.
In preparing the EEV supplementary
information, the directors have:
— Prepared the supplementary
information in accordance with the EEV
Principles;
— Identified and described the business
covered by the EVM;
— Applied the EVM consistently to the
covered business;
— Determined assumptions on a realistic
basis, having regard to past, current and
expected future experience and to any
relevant external data, and then applied
them consistently;
— Made estimates that are reasonable and
consistent; and
— Described the basis on which business
that is not covered business has been
included in the supplementary
information, including any material
departures from the accounting
framework applicable to the Group’s
financial statements.
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Independent auditor’s report to Prudential plc
on the European Embedded Value (EEV) basis
supplementary information
Opinions and conclusions arising
from our audit
Our opinion on the EEV basis
supplementary information is
unmodified
We have audited the EEV basis
supplementary information of
Prudential plc (‘the Company’) for the
year ended 31 December 2019 set out
in the EEV basis results and Notes on the
EEV basis results pages. The EEV basis
supplementary information should be
read in conjunction with the Group
financial statements.
In our opinion, the EEV basis
supplementary information of the
Company for the year ended 31 December
2019 has been properly prepared, in all
material respects, in accordance with the
European Embedded Value Principles
issued by the European Insurance CFO
Forum in 2016 (‘the EEV Principles’) using
the methodology and assumptions set out
in the Notes on the EEV basis results.
The purpose of this report and
restrictions on its use by persons
other than the Company
This report is made solely to the Company
in accordance with the terms of our
engagement. Our audit work has been
undertaken so that we might state to the
Company those matters we have been
engaged to state in this report and for no
other purpose. To the fullest extent
permitted by law, we do not accept or
assume responsibility to anyone other than
the Company for our audit work, for this
report, or for the opinions we have formed.
Philip Smart
for and on behalf of KPMG LLP,
Statutory Auditor
Chartered Accountants
London
10 March 2020
Respective responsibilities of
directors and auditor
As explained more fully in the Directors’
Responsibilities Statement set out on
page 358, the directors have accepted
responsibility for the preparation of the
supplementary information on the EEV
basis in accordance with the EEV
Principles.
Our responsibility is to audit, and express
an opinion on, the supplementary
information in accordance with the terms
of our engagement and in accordance with
International Standards on Auditing (UK).
Those standards require us to comply with
the Financial Reporting Council’s Ethical
Standard.
Scope of an audit of financial
statements performed in
accordance with ISAs (UK)
A description of the scope of an audit of
financial statements is provided on our
website at www.kpmg.com/uk/
auditscopeukco2014a. This report is
made subject to important explanations
regarding our responsibilities, as published
on that website, which are incorporated
into this report as if set out in full and
should be read to provide an
understanding of the purpose of this
report, the work we have undertaken
and the basis of our opinions.
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07
Additional
information
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07
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Risk factors
Glossary
Shareholder information
How to contact us
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Index to the additional unaudited
financial information
I Additional financial information
(i) Group capital position
(ii) Funds under management
(iii) Holding company cash flow
(iv) Analysis of adjusted IFRS operating profit based on longer-term investment returns by driver from long-term
insurance businesses
(v) Asia operations – analysis of adjusted IFRS operating profit based on longer-term investment returns by business unit
(vi) Reconciliation of expected transfer of value of in-force business and required capital to free surplus
(vii) Option schemes
(viii) Selected historical financial information
II Calculation of alternative performance measures
(i) Reconciliation of adjusted IFRS operating profit based on longer-term investment returns to profit before tax from
continuing operations
(ii) Calculation of IFRS gearing ratio
(iii) Return on IFRS shareholders’ funds
(iv) Calculation of IFRS shareholders’ funds per share
(v) Calculation of asset management cost/income ratio
(vi) Reconciliation of Asia renewal insurance premium to gross premiums earned
(vii) Reconciliation of APE new business sales to gross premiums earned
(viii) Reconciliation between IFRS and EEV shareholders’ equity
(ix) Calculation of return on embedded value
(x) Calculation of EEV shareholders’ funds per share
(xi) Calculation of new business contribution/embedded value
Page
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Additional unaudited financial information
I Additional financial information
I(i) Group capital position
Following the demerger of M&G plc from Prudential plc, the Hong Kong Insurance Authority (IA) has assumed the role of the group-wide
supervisor for the Prudential Group with the Group no longer subject to Solvency II capital requirements. Ultimately, Prudential plc will
become subject to the Group Wide Supervision (GWS) framework which is currently under development by the Hong Kong IA for the
industry and is expected to be finalised in the second half of 2020. Until Hong Kong’s GWS framework comes into force, Prudential will
apply the local capital summation method (LCSM) that has been agreed with the Hong Kong IA to determine group regulatory capital
requirements (both minimum and prescribed levels). Further detail on the LCSM is included in the basis of preparation section below.
For regulated insurance entities, the available and required capital included in the LCSM measure for Hong Kong IA Group regulatory
purposes are based on the local solvency regime applicable in each jurisdiction. At 31 December 2019 the Prudential Group’s total
surplus of available capital over the regulatory Group Minimum Capital Requirement (GMCR), calculated using this LCSM was
$23.6 billion before allowing for the payment of the 2019 second interim ordinary dividend.
The Group holds material participating business in Hong Kong, Singapore and Malaysia. If the available capital and minimum capital
requirement attributed to this policyholder business are excluded, then the Prudential Group shareholder LCSM surplus of available
capital over the regulatory GMCR at 31 December 2019 was $9.5 billion before allowing for the payment of the 2019 second interim
ordinary dividend.
Estimated Group LCSM capital position based on Group Minimum Capital Requirement (GMCR)
Available capital ($bn)
Group Minimum Capital Requirement ($bn)
LCSM surplus (over GMCR) ($bn)
LCSM ratio (over GMCR) (%)
31 Dec 2019
Less
policyholder
(19.1)
(5.0)
(14.1)
Total
33.1
9.5
23.6
348%
Shareholder
14.0
4.5
9.5
309%
31 Dec 2018*
Less
policyholder
(13.5)
(3.8)
(9.7)
Total
27.0
7.6
19.4
355%
Shareholder
13.5
3.8
9.7
356%
* Excludes M&G plc and includes $3.7 billion of subordinated debt issued by Prudential plc that was transferred to M&G plc on 18 October 2019.
The shareholder LCSM capital position by segment is presented below at 31 December 2019 and 31 December 2018 for comparison:
Estimated Group shareholder LCSM capital position (based on GMCR)
Available capital
Group Minimum Capital Requirement
LCSM surplus (over GMCR)
Available capital
Group Minimum Capital Requirement
LCSM surplus (over GMCR)
31 Dec 2019 $bn
Shareholder
Total
Asia
Less
policyholder
26.8
8.0
18.8
(19.1)
(5.0)
(14.1)
Asia
7.7
3.0
4.7
Unallocated to
a segment
Group total
1.0
–
1.0
14.0
4.5
9.5
US
5.3
1.5
3.8
31 Dec 2018* $bn
Shareholder
Total
Asia
Less
policyholder
19.6
6.3
13.3
(13.5)
(3.8)
(9.7)
Asia
6.1
2.5
3.6
Unallocated to
a segment
Group total
1.7
–
1.7
13.5
3.8
9.7
US
5.7
1.3
4.4
*Excludes M&G plc and includes $3.7 billion of subordinated debt issued by Prudential plc that was transferred to M&G plc on 18 October 2019.
The 31 December 2019 Jackson local statutory results reflect early adoption of the NAIC regulatory framework reforms at the valuation
date as agreed with the Department of Insurance Financial Services (DIFS) and Jackson’s decision not to renew its long-standing
permitted practice with the DIFS which allowed certain derivative instruments, taken out to protect Jackson against declines in long-term
interest rates, to be included at book value in the local statutory returns. At 31 December 2019 these derivatives are held at fair value.
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I Additional financial information continued
I(i) Group capital position continued
Sensitivity analysis
The estimated sensitivity of the Group shareholder LCSM capital position (based on GMCR) to significant changes in market conditions is
as follows:
Impact of market sensitivities
Base position
Impact of:
20% instantaneous fall in equity markets
40% fall in equity markets note (1)
50 basis points reduction in interest rates
100 basis points increase in interest rates
100 basis points increase in credit spreads note (2)
31 Dec 2019
LCSM
surplus
$bn
9.5
1.5
(0.2)
(0.2)
(1.3)
(1.6)
LCSM
ratio
%
309%
(9)%
(39)%
(17)%
(19)%
(36)%
Notes
(1) Where hedges are dynamic, rebalancing is allowed for by assuming an instantaneous 20 per cent fall followed by a further 20 per cent fall over a four-week period.
(2) US RBC solvency position included using a stress of 10 times expected credit defaults.
The sensitivity results above assume instantaneous market movements as at 31 December 2019, apart from the -40% equity sensitivity
where for Jackson an instantaneous 20% market fall is assumed to be followed by a further market fall of 20% over a four-week period
with dynamic hedges assumed to be rebalanced over the period. Aside from this assumed dynamic hedge rebalancing for Jackson in the
-40% equity sensitivity, the sensitivity results only allow for limited management actions such as changes to future policyholder bonuses.
If such economic conditions persisted, the financial impacts may differ to the instantaneous impacts shown above. In this case
management could also take additional actions to help mitigate the impact of these stresses. These actions include, but are not limited to,
rebalancing investment portfolios, further market risk hedging, increased use of reinsurance, repricing of in-force benefits, changes to
new business pricing and the mix of new business being sold.
Between 31 December 2019 and the end of February 2020, government bond yields and equity markets fell significantly in many
countries. For example, US 10-year treasury yields fell by around 80 basis points and the US S&P 500 equity index fell by around 9% over
the 2-month period. Based on economic conditions at the end of February 2020, the Group shareholder LCSM capital ratio (over GMCR)
is estimated to be in the range of 270% - 280%, compared to 309% at 31 December 2019. This estimated capital ratio at the end
of February is slightly higher than implied by the sensitivities above, mainly reflecting the benefit of management actions taken in the
period which are not allowed for in the sensitivities.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDAnalysis of movement in Group capital position
A summary of the estimated movement in the Group shareholder LCSM surplus (based on GMCR) from $9.7 billion at 31 December
2018 to $9.5 billion at 31 December 2019 is set out in the table below.
Balance at beginning of year
Operating:
Operating capital generation from the in-force business
Investment in new business
Operating capital generation
Non-operating and other capital movements:
Non-operating experience (including market movements)
Adoption of NAIC regulatory reforms in the US
Corporate activities (excluding demerger items)
Demerger costs
Subordinated debt redemption
Demerger related impacts
M&G plc remittances
External dividends
Net dividend impact
Net movement in LCSM surplus
Balance at end of year
2019 $bn
9.7
2.5
(0.6)
1.9
(0.6)
0.1
(0.8)
(0.4)
(0.5)
1.0
0.7
(1.6)
(0.9)
(0.2)
9.5
The estimated movement in the Group shareholder LCSM surplus over 2019 is driven by:
— Operating capital generation of $1.9 billion: generated by expected return on in-force business net of strain on new business written
in 2019. It includes the impact from the release of incremental reserves associated with the John Hancock acquisition in the US
($0.4 billion) and interest paid prior to demerger on subordinated debt transferred to M&G plc ($(0.2) billion);
— Non-operating experience of $(0.6) billion: this includes the negative impact of higher equity markets on Jackson’s derivatives net of
reserve movements partially offset by the positive impacts of market and exchange rate movements on Asia surplus over the year;
— Corporate activities (excluding demerger items) of $(0.8) billion: this is the effect on LCSM surplus of corporate transactions in the
period, principally arising from the extension of the UOB bancassurance distribution deal;
— Demerger costs of $(0.4) billion: this includes transaction related costs and other one-off costs arising from the demerger;
— Subordinated debt redemption of $(0.5) billion: a reduction in surplus from the impact of debt redeemed during 2019;
— Demerger related impacts of $1.0 billion: includes $3.8 billion of pre-demerger dividend paid by M&G plc, $1.0 billion of restructuring
impacts prior to demerger and $0.4 billion from debt raised by Prudential plc on behalf of M&G plc, partially offset by $(4.2) billion
from the transfer of subordinated debt to M&G plc prior to demerger; and
— Net dividend impact of $(0.9) billion: this includes external dividends of $(1.6) billion paid during 2019 largely based on the Group
prior to demerger net of regular remittances paid by M&G plc during 2019 prior to the demerger of $0.7 billion.
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I Additional financial information continued
I(i) Group capital position continued
Reconciliation of Group shareholder LCSM surplus to EEV free surplus (excluding intangibles)
31 Dec 2019 ($bn)
Estimated Group shareholder LCSM surplus (over GMCR)
Increase required capital for EEV free surplus note (i)
Adjust surplus assets and core structural borrowings to market value note (ii)
Add back inadmissible assets note (iii)
Deductions applied to EEV free surplus note (iv)
Other
EEV free surplus excluding intangibles*
Asia
4.7
(0.6)
0.3
0.1
(0.9)
–
3.6
Unallocated to
a segment
US
Group
total
3.8
(2.2)
0.2
0.1
–
(0.1)
1.8
1.0
–
(0.2)
–
–
0.4
1.2
9.5
(2.8)
0.3
0.2
(0.9)
0.3
6.6
*As per the “Free surplus excluding distribution rights and other intangibles” from note 11 of the Group’s EEV basis results.
Notes:
(i)
(ii)
Required Capital under EEV is set at least equal to local statutory notification requirements for Asia (with China JV following the approach for embedded value reporting issued by
the China Association of Actuaries (CAA) reflecting the C-ROSS regime) and at 250 per cent of the risk-based capital (RBC) required by the NAIC at the Company Action Level
(CAL). This is higher than the solo legal entity statutory minimum capital requirements that are included in the LCSM surplus (over GMCR).
The EEV Principles require surplus assets to be included at fair value and central core senior debt held at market value. Within LCSM surplus, some local regulatory regimes value
certain assets at cost and core structural borrowings are held at amortised cost.
LCSM restricts the valuation of certain sundry non-intangible assets. In most cases these assets are considered fully recognisable in free surplus. As an exception to this, both
LCSM surplus and EEV free surplus restrict the deferred tax asset held by Jackson to the level allowed to be admitted by the local regulator in local statutory available capital.
(iv) Deductions applied to EEV free surplus primarily include the impact of applying the embedded value reporting approach issued by the CAA within EEV free surplus as compared to
the C-ROSS surplus reported for local regulatory purposes. The $(0.9) billion predominantly arises from the requirement under the CAA embedded value methodology to establish
a deferred profit liability within EEV net worth.
(iii)
Reconciliation of Group IFRS shareholders’ equity to shareholder LCSM available capital position
Group IFRS shareholders’ equity
Remove DAC, goodwill and intangibles
Add subordinated debt at IFRS book value
Valuation differences
Other
Estimated Group shareholder LCSM available capital
The key items of the reconciliation as at 31 December 2019 are:
31 Dec 2019
$bn
19.5
(18.2)
4.6
8.6
(0.5)
14.0
— $(18.2) billion due to the removal of DAC, goodwill and other intangibles from the IFRS statement of financial position;
— $4.6 billion due to the addition of subordinated debt, which is treated as available capital under LCSM but as a liability under IFRS; and
— $8.6 billion due to differences on the basis of valuing assets and liabilities between IFRS and local statutory valuation rules, including
reductions for inadmissible assets. The most significant difference arises in Jackson where local statutory reserves are reduced by an
expense allowance linked to surrender charges. IFRS makes no such allowance but instead defers acquisition costs on the balance
sheet as a separate asset (which is not recognised on the statutory balance sheet).
Basis of preparation
In advance of the GWS framework coming into force, Prudential applies the local capital summation method (LCSM) that has been
agreed with the Hong Kong IA to determine group regulatory capital requirements (both minimum and prescribed levels). The
summation of local statutory capital requirements across the Group is used to determine group regulatory capital requirements, with no
allowance for diversification between business operations. The Group available capital is determined by the summation of available
capital across local solvency regimes for regulated entities and IFRS net assets (with adjustments described below) for non-regulated
entities. The Hong Kong IA has yet to make any final decisions regarding the GWS framework for the industry and it continues to consider
and consult on the proposed legislation and related guidelines. The results above should not therefore be interpreted as representing the
results or requirements under the industry-wide GWS framework and are not intended to provide a forecast of the eventual position.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDIn determining the LCSM available capital and required capital the following principles have been applied:
— For regulated insurance entities, available and required capital are based on the local solvency regime applicable in each jurisdiction,
with minimum required capital is set at the solo legal entity statutory minimum capital requirements. The treatment of participating
funds is consistent with the local basis;
— For the US insurance entities, available and required capital are based on the local US RBC framework set by the NAIC, with minimum
required capital set at 100 per cent of the CAL RBC;
— For asset management operations and other regulated entities, the shareholder capital position is derived based on the sectoral basis
applicable in each jurisdiction, with minimum required capital based on the solo legal entity statutory minimum capital requirement;
— For non-regulated entities, the available capital is based on IFRS net assets after deducting intangible assets. No required capital is
held in respect of unregulated entities;
— Investments in subsidiaries, joint ventures and associates (including, if any, loans that are recognised as capital on the receiving
entity’s balance sheet) are eliminated from the relevant holding company to prevent the double counting of available capital; and
— The Hong Kong IA has agreed that specific bonds (being those subordinated debt instruments held by Prudential plc at the date of
demerger) can be included as part of the Group’s capital resources for the purposes of satisfying group minimum and prescribed
capital requirements. Senior debt instruments held by Prudential plc have not been included as part of the Group capital resources
and are treated as a liability in the LCSM results presented above (this is equivalent to a 15 per cent reduction in the Group shareholder
LCSM coverage ratio (over GMCR)). Grandfathering provisions under the GWS framework remain subject to further consultation
and the Hong Kong legislative process in due course.
I(ii) Funds under management
For Prudential’s asset management businesses, funds managed on behalf of third parties are not recorded on the statement of financial
position. They are, however, a driver of profitability. Prudential therefore analyses the movement in the funds under management each
period, focusing on those which are external to the Group and those primarily held by the Group’s insurance businesses. The table below
analyses, by segment, the funds of the Group held in the statement of financial position and the external funds that are managed by
Prudential’s asset management businesses.
Asia operations:
Internal funds
Eastspring Investments external funds (as analysed note I(v))
Other†
US operations – internal funds
Other operations
Total Group funds under management – continuing operations
31 Dec 2019
$bn
31 Dec 2018*
$bn
141.9
124.7
–
266.6
273.4
3.9
543.9
112.5
77.8
22.2
212.5
237.0
5.8
455.3
* The 2018 comparatives have been adjusted from the previously published amounts to exclude the discontinued UK and Europe operations. Additionally, the comparatives have been
adjusted to include cash and cash equivalents and to exclude assets held that are attributable to external unit holders of consolidated collective investment schemes to align to the current
year’s presentation.
† Other represents funds managed by Eastspring Investments on behalf of M&G plc, that were categorised as the internal funds of the UK and Europe operations prior to the demerger of
M&G plc. Following the demerger, these funds have been reclassified to external funds under management of Eastspring Investments.
Note
Total Group funds under management from continuing operations comprise:
Total investments and cash and cash equivalents held by the continuing operations on the consolidated statement
of financial position
External and M&G plc funds of Eastspring Investments
Internally managed funds held in joint ventures and associate, excluding assets attributable to external unit holders
of the consolidated collective investment schemes and other adjustments
Total Group funds under management from continuing operations
31 Dec 2019
$bn
31 Dec 2018
$bn
412.6
124.7
6.6
543.9
349.6
100.0
5.7
455.3
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I(iii) Holding company cash flow
The holding company cash flow describes the movement in the cash and short-term investments of the centrally managed group holding
companies and differs from the IFRS cash flow statement, which includes all cash flows in the year including those relating to both
policyholder and shareholder funds. The holding company cash flow is therefore a more meaningful indication of the Group’s central
liquidity.
During both 2019 and 2018 the cash and short-term investments of the central holding companies were managed in sterling, in line
with the management of the Group’s external dividends. Following the change to the Group’s presentational currency, the holding
company cash flow statement below is shown in US dollars and prior period amounts have been restated accordingly. Cash movements
in the year have been converted from sterling into US dollars by using the month-end sterling to US dollar exchange rate for the month in
which the transaction occurred. Cash balances at the start and end of the year have been translated from sterling to US dollars using the
spot rates at 1 January and 31 December respectively. As an exception to the above, external dividends paid for both 2019 and 2018 have
been translated at the exchange rate relevant to the day they were paid to ensure consistency with the financial statements.
At 31 December 2019, the Group changed its basis of managing central cash-holdings from sterling to US dollars to better reflect the
inflows from the Group’s operations post the demerger of M&G plc and its decision to declare dividends in US dollars from 2020.
Therefore, in future reporting the holding company cash flow will be prepared directly in US dollars.
Net cash remitted by business units note (a):
From continuing operations
Asia note (b)
US note (b)
Other operations
Total continuing operations
From discontinued UK and Europe operations
Net cash remittances by business units
Net interest paid note (c)
Tax received
Corporate activities
Total central outflows
Holding company cash flow before dividends and other movements
Dividends paid
Operating holding company cash flow after dividends but before other movements
Other movements
Transactions to effect the demerger, including debt substitution note(d)
Demerger costs
Redemption of subordinated debt for continuing operations
Early settlement of UK-inflation-linked derivative liability
Other corporate activities relating to continuing operations note(e)
Total other movements
Total holding company cash flow
Cash and short-term investments at beginning of year
Foreign exchange movements
Cash and short-term investments at end of year
2019 $m
AER
2018 $m
950
509
6
1,465
684
2,149
(527)
265
(260)
(522)
1,627
(1,634)
(7)
(146)
(424)
(504)
(587)
(338)
(1,999)
(2,006)
4,121
92
2,207
916
452
49
1,417
842
2,259
(488)
190
(274)
(572)
1,687
(1,662)
25
2,071
(29)
(553)
–
(336)
1,153
1,178
3,063
(120)
4,121
Notes
(a)
(b)
(c)
(d)
Net cash remittances comprise dividends and other transfers from business units that are reflective of emerging earnings and capital generation.
Significant cash remittances from business units were hedged into sterling using forward contracts during 2018 and 2019 and these contracts determine the amount of sterling
recorded in the holding company cash flow for the relevant remittances. The implicit rates may therefore differ from that applied to present the holding company cash flow in US
dollars. If local currency remittances in Asia had been translated directly into US dollars using the relevant month-end spot rate then the growth rate in Asia remittances year on year
would have been 8 per cent (compared to 4 per cent shown in the table above). The dividend paid by Jackson in the US in US dollars in 2019 was $525 million (2018: $450 million).
The net interest paid in 2019 includes amounts on debt substituted to M&G plc shortly prior to its demerger of $231 million.
Transactions to effect the demerger includes the transfer of subsidiaries and settlement of intercompany loans totalling $(193) million issuance of substitutable debt for cash of
$367 million, receipt of the pre-demerger dividend of $3,841 million, and the substitution of M&G plc as issuer of sub-ordinated debt in place of Prudential plc (as discussed further
in note C6 of the IFRS financial statements), which reduced Cash and short-term investments by $(4,161) million.
(e) Other corporate activities relating to continuing operations primarily relates to the first instalment payable following the renewal of bancassurance arrangement with UOB of
$253 million, ongoing centrally funded payments of bancassurance distribution rights and other items.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDI(iv) Analysis of adjusted IFRS operating profit based on longer-term investment returns by driver from long-term
insurance businesses
This schedule classifies the Group’s adjusted IFRS operating profit based on longer-term investment returns (adjusted operating profit)
from continuing long-term insurance businesses into the underlying drivers using the following categories:
— Spread income represents the difference between net investment income and amounts credited to certain policyholder accounts.
It excludes the operating investment return on shareholder net assets, which has been separately disclosed as expected return on
shareholder assets.
— Fee income represents profit driven by net investment performance, being fees that vary with the size of the underlying policyholder
funds, net of investment management expenses.
— With-profits represents the pre-tax shareholders’ transfer from the with-profits business for the period.
— Insurance margin primarily represents profit derived from the insurance risks of mortality and morbidity.
— Margin on revenues primarily represents amounts deducted from premiums to cover acquisition costs and administration expenses
(see below).
— Acquisition costs and administration expenses represent expenses incurred in the period attributable to shareholders.
These exclude items such as restructuring costs, which are not included in the segment profit, as well as items that are more
appropriately included in other categories (eg investment expenses are netted against investment income as part of spread income
or fee income as appropriate).
— DAC adjustments comprise DAC amortisation for the period, excluding amounts related to short-term fluctuations in investment
returns, net of costs deferred in respect of new business written in the period.
(a) Margin analysis of long-term insurance business – continuing operations
The following analysis expresses certain of the Group’s sources of adjusted IFRS operating profit based on longer-term investment
returns as a margin of policyholder liabilities or other relevant drivers. Details on the calculation of the Group’s average policyholder
liability balances are given in note (1).
Spread income
Fee income
With-profits
Insurance margin
Margin on revenues
Expenses:
Acquisition costs note (3)
Administration expenses
DAC adjustments note (4)
Expected return on shareholder assets
Share of related tax charges from joint ventures and associate note (5)
Adjusted IFRS operating profit based on longer-term
investment returns long-term business
Adjusted IFRS operating profit based on longer-term
investment returns – asset management
Total segment profit from continuing operations
Average
liability
note (1)
$m
86,887
208,217
58,032
Margin
note (2)
bps
111
172
18
7,384
303,204
(44)%
(103)
2019
Group
total
$m
963
3,578
107
3,561
3,035
(3,230)
(3,112)
940
220
6,062
(31)
6,031
315
6,346
US
note (c)
$m
642
3,292
–
1,317
–
(1,074)
(1,675)
510
26
3,038
–
3,038
32
3,070
Asia
note (b)
$m
321
286
107
2,244
3,035
(2,156)
(1,437)
430
194
3,024
(31)
2,993
283
3,276
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369
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
I Additional financial information continued
I(iv) Analysis of adjusted IFRS operating profit based on longer-term investment returns by driver from long-term
insurance businesses continued
2018 AER notes (6),(7)
Spread income
Fee income
With-profits
Insurance margin
Margin on revenues
Expenses:
Acquisition costs note (3)
Administration expenses
DAC adjustments note (4)
Expected return on shareholder assets
Share of related tax charges from joint ventures and associate note (5)
Adjusted IFRS operating profit based on longer-term
investment returns long-term business
Adjusted IFRS operating profit based on longer-term
investment returns – asset management
Total segment profit from continuing operations
Spread income
Fee income
With-profits
Insurance margin
Margin on revenues
Expenses:
Acquisition costs note (3)
Administration expenses
DAC adjustments note (4)
Expected return on shareholder assets
Share of related tax charges from joint ventures and associate note (5)
Adjusted IFRS operating profit based on longer-term
investment returns long-term business
Adjusted IFRS operating profit based on longer-term
investment returns – asset management
Total segment profit from continuing operations
Average
liability
note (1)
$m
74,803
204,456
47,548
Margin
note (2)
bps
145
173
20
7,058
284,985
(43)%
(105)
Average
liability
note (1)
$m
74,690
204,111
47,580
Margin
note (2)
bps
145
174
20
7,018
284,527
(43)%
(104)
Asia
note (b)
$m
310
280
95
1,978
2,810
(2,007)
(1,374)
435
172
2,699
(53)
2,646
242
2,888
Asia
note (b)
$m
305
277
94
1,966
2,790
(1,991)
(1,359)
430
172
2,684
(51)
2,633
239
2,872
US
note (c)
$m
778
3,265
–
1,267
–
(1,013)
(1,607)
(152)
14
2,552
–
2,552
11
2,563
Group
total
$m
1,088
3,545
95
3,245
2,810
(3,020)
(2,981)
283
186
5,251
(53)
5,198
253
5,451
2018 CER notes (6),(7)
US
note (c)
$m
778
3,265
–
1,267
–
(1,013)
(1,607)
(152)
14
2,552
–
2,552
11
2,563
Group
total
$m
1,083
3,542
94
3,233
2,790
(3,004)
(2,966)
278
186
5,236
(51)
5,185
250
5,435
Notes to the tables throughout I(iv)
(1)
For Asia, opening and closing policyholder liabilities have been used to derive an average balance for the year, as a proxy for average balances throughout the year. The calculation
of average liabilities for the US is generally derived from month-end balances throughout the year as opposed to opening and closing balances only. The average liabilities for fee
income in the US have been calculated using daily balances instead of month-end balances in order to provide a more meaningful analysis of the fee income, which is charged on the
daily account balance. Average liabilities for spread income are based on the general account liabilities to which spread income is attached. Average liabilities used to calculate the
administration expenses margin exclude the REALIC liabilities reinsured to third parties prior to the acquisition by Jackson.
The ratio of acquisition costs is calculated as a percentage of APE sales including with-profits sales. Acquisition costs include only those relating to shareholder-backed business.
The DAC adjustments contain a credit of $72 million in respect of joint ventures and associate in 2019 (2018: AER credit of $73 million).
(2) Margin represents the operating return earned in the year as a proportion of the relevant class of policyholder liabilities excluding unallocated surplus.
(3)
(4)
(5) Under IFRS, the Group’s share of results from its investments in joint ventures and associate accounted for using the equity method is included in the Group’s profit before tax on a
net of related tax basis. These tax charges are shown separately in the analysis of Asia operating profit drivers in order for the contribution from the joint ventures and associate to
be included in the margin analysis on a consistent basis as the rest of the Asia’s operations.
The 2018 comparative information has been presented at both AER and CER to eliminate the impact of exchange translation. CER results are calculated by translating prior year
results using the current year foreign exchange rates. All CER profit figures have been translated at current year average rates for US dollars to reflect the change in the Group’s
presentation currency in 2019. For Asia, CER average liabilities have been translated using current year opening and closing exchange rates.
The 2018 comparative results exclude the contribution from the discontinued UK and Europe operations.
(7)
(6)
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUED(b) Margin analysis of long-term insurance business – Asia
2019
Average
liability
note (1)
$m
29,706
27,277
58,032
Margin
note (2)
bps
108
105
18
Profit
$m
321
286
107
2,244
3,035
(2,156)
5,161
(1,437) 56,984
(42)%
(252)
430
194
3,024
(31)
2,993
283
3,276
Profit
$m
310
280
95
1,978
2,810
(2,007)
(1,374)
435
172
2,699
(53)
2,646
242
2,888
Spread income
Fee income
With-profits
Insurance margin
Margin on revenues
Expenses:
Acquisition costs note (3)
Administration expenses
DAC adjustments note (4)
Expected return on shareholder assets
Share of related tax charges from joint
ventures and associate note (5)
Adjusted IFRS operating profit based on
longer-term investment returns –
long-term business
Adjusted IFRS operating profit based on
longer-term investment returns –
asset management (Eastspring
Investments)
Total Asia
(c) Margin analysis of long-term insurance business – US
2018 AER
2018 CER notes (6),(7)
Average
liability
note (1)
$m
24,752
26,398
47,548
Margin
note (2)
bps
125
106
20
4,999
51,150
(40)%
(269)
Average
liability
note (1)
$m
24,639
26,053
47,580
Margin
note (2)
bps
124
106
20
4,959
50,692
(40)%
(268)
Profit
$m
305
277
94
1,966
2,790
(1,991)
(1,359)
430
172
2,684
(51)
2,633
239
2,872
Spread income
Fee income
Insurance margin
Expenses:
Acquisition costs note (3)
Administration expenses
DAC adjustments
Expected return on shareholder assets
Adjusted IFRS operating profit based on longer-term
investment returns – long-term business
Adjusted IFRS operating profit based on longer-term
investment returns – asset management
Total US
2018
Average
liability
note (1)
$m
50,051
178,058
Margin
note (2)
bps
155
183
2,059
233,835
(49)%
(69)
2019
Average
liability
note (1)
$m
57,181
180,940
Profit
$m
642
3,292
1,317
Margin
note (2)
bps
112
182
(1,074)
2,223
(1,675) 246,220
(48)%
(68)
510
26
3,038
32
3,070
Profit
$m
778
3,265
1,267
(1,013)
(1,607)
(152)
14
2,552
11
2,563
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371
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
I Additional financial information continued
I(iv) Analysis of adjusted IFRS operating profit based on longer-term investment returns by driver from long-term
insurance businesses continued
Analysis of adjusted IFRS operating profit based on longer-term investment returns for US insurance operations
before and after acquisition costs and DAC adjustments
Before
acquisi-
tion
costs
and DAC
adjust-
ments
3,602
2019 $m
2018 $m
After
acquisi-
tion
costs
and DAC
adjust-
ments
Before
acquisi-
tion
costs
and DAC
adjust-
ments
Acquisition costs
Incurred Deferred
After
acquisi-
tion
costs
and DAC
adjust-
ments
Acquisition costs
Incurred Deferred
(1,074)
807
3,602
(267)
3,717
(1,013)
760
3,717
(253)
(577)
280
(577)
280
(653)
(259)
(653)
(259)
Total adjusted IFRS operating profit based on
longer-term investment returns before
acquisition costs and DAC adjustments
Less new business strain
Other DAC adjustments – amortisation of
previously deferred acquisition costs:
Normal
Deceleration (acceleration)
Total adjusted IFRS operating profit based on
longer-term investment returns
3,602
(1,074)
510
3,038
3,717
(1,013)
(152)
2,552
I(v) Asia operations – analysis of adjusted IFRS operating profit based on longer-term investment returns
by business unit
(a) Analysis of adjusted IFRS operating profit based on longer-term investment returns by business unit
Adjusted operating profit based on longer-term investment returns for Asia operations are analysed below. The table below presents
the 2018 results on both AER and CER bases to eliminate the impact of exchange translation.
Hong Kong
Indonesia
Malaysia
Philippines
Singapore
Thailand
Vietnam
South-east Asia operations including Hong Kong
China JV
Taiwan
Other
Non-recurrent items*
Total insurance operations
Share of related tax charges from joint ventures and associate
Development expenses
Total long-term business
Asset management (Eastspring Investments)
Total Asia
2019 $m
2018 $m
2019 vs 2018 %
734
540
276
73
493
170
237
2,523
219
74
70
142
3,028
(31)
(4)
2,993
283
3,276
AER
591
555
259
57
439
151
199
2,251
191
68
68
126
2,704
(53)
(5)
2,646
242
2,888
CER
591
559
252
58
433
157
197
2,247
182
67
69
124
2,689
(51)
(5)
2,633
239
2,872
AER
24%
(3)%
7%
28%
12%
13%
19%
12%
15%
9%
3%
13%
12%
42%
20%
13%
17%
13%
CER
24%
(3)%
10%
26%
14%
8%
20%
12%
20%
10%
1%
15%
13%
39%
20%
14%
18%
14%
* In 2019, the adjusted IFRS operating profit based on longer-term investment returns for Asia insurance operations includes a net credit of $142 million (2018: $126 million on an AER basis)
representing a small number of items that are not expected to reoccur, including the impact of a refinement to the run-off of the allowance for prudence within technical provisions.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUED
(b) Analysis of Eastspring Investments adjusted IFRS operating profit based on longer-term investment returns
Operating income before performance-related fees note (1)
Performance-related fees
Operating income (net of commission) note (2)
Operating expense note (2)
Group’s share of tax on joint ventures’ operating profit
Operating profit based on longer-term investment returns
Average funds managed by Eastspring Investments
Margin based on operating income*
Cost/income ratio†
2019 $m
2018 $m
636
12
648
(329)
(36)
283
566
23
589
(311)
(36)
242
$214.0bn
30bps
52%
$186.3bn
30bps
55%
Notes
(1) Operating income before performance-related fees for Eastspring Investments can be further analysed as follows:
2019
2018
Retail
$m
392
336
Margin*
bps
Institutional‡
$m
Margin*
bps
52
50
244
230
18
18
Total
$m
636
566
Margin*
bps
30
30
* Margin represents operating income before performance-related fees as a proportion of the related funds under management. Monthly closing internal and external funds
managed by Eastspring have been used to derive the average. Any funds held by the Group’s insurance operations that are managed by third parties outside the Prudential Group
are excluded from these amounts.
† Cost/income ratio represents cost as a percentage of operating income before performance-related fees.
‡ Institutional includes internal funds.
(2) Operating income and expense include the Group’s share of contribution from joint ventures (but excludes any contribution from associates). In the consolidated income statement
of the Group IFRS basis results, the net post-tax income of the joint ventures and associates is shown as a single line item.
(c) Eastspring Investments total funds under management
Eastspring Investments, the Group’s asset management business in Asia, manages funds from external parties and also funds for the
Group’s insurance operations. The table below analyses the total funds managed and Eastspring Investments.
External funds under management note (1):
Retail
Institutional*
Money market funds (MMF)
Internal funds under management*
Total funds under management note (2)
31 Dec 2019
$bn
31 Dec 2018
$bn
73.7
37.7
13.3
124.7
116.4
241.1
55.3
7.7
14.8
77.8
114.9
192.7
* The 2018 comparative internal funds under management of $114.9 billion included $22.2 billion of funds managed on behalf of M&G plc. Following the demerger, these funds have been
reclassified to external funds under management in 2019.
Notes
(1)
External funds under management – analysis of movements
At 1 January
Market gross inflows
Redemptions
Market and other movements
At 31 December
31 Dec 2019
$m
31 Dec 2018
$m
77,762
283,268
(276,215)
39,907
124,722
75,601
283,156
(283,271)
2,276
77,762
Note
The analysis of movements above includes $13,337 million as at 31 December 2019 relating to Asia Money Market Funds (31 December 2018: $14,776 million).
(2)
Total funds under management – analysis by asset class
Equity
Fixed income
Alternatives
MMF
Total funds under management
31 Dec 2019
31 Dec 2018
$bn
107.0
116.2
3.4
14.5
241.1
% of total
44%
48%
2%
6%
100%
$bn
86.6
86.4
2.9
16.8
192.7
% of total
45%
45%
1%
9%
100%
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
I Additional financial information continued
I(vi) Reconciliation of expected transfer of value of in-force business and required capital to free surplus
The tables below show how the value of in-force business (VIF) generated by the in-force long-term business and the associated required
capital is modelled as emerging into free surplus over the next 40 years. Although circa 7 per cent of the Group’s embedded value
emerges after this date, analysis of cash flows emerging in the years shown in the tables is considered most meaningful. The modelled
cash flows use the same methodology underpinning the Group’s embedded value reporting and so are subject to the same assumptions
and sensitivities used to prepare our 2019 results.
In addition to showing the amounts, both discounted and undiscounted, expected to be generated from all in-force business at
31 December 2019, the tables also present the expected future free surplus to be generated from the investment made in new business
during 2019 over the same 40-year period for long-term business operations.
Expected period of emergence
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040-2044
2045-2049
2050-2054
2055-2059
Undiscounted expected generation from
all in-force business*
Undiscounted expected generation from
new business written*
31 Dec 2019 $m
Asia
1,963
2,088
1,941
1,965
1,895
1,874
1,917
1,891
1,858
1,761
1,687
1,666
1,614
1,596
1,590
1,556
1,557
1,563
1,550
1,535
7,360
7,055
7,073
6,468
US
1,523
1,445
1,412
1,500
1,574
1,528
1,514
1,497
1,415
1,333
1,265
1,152
1,001
759
690
610
514
396
312
243
977
–
–
–
Group
total
3,486
3,533
3,353
3,465
3,469
3,402
3,431
3,388
3,273
3,094
2,952
2,818
2,615
2,355
2,280
2,166
2,071
1,959
1,862
1,778
8,337
7,055
7,073
6,468
Asia
291
244
225
207
223
202
223
217
209
223
188
184
171
169
190
170
170
170
169
177
869
887
987
958
US
325
45
101
120
119
26
9
143
173
148
122
109
94
80
87
71
57
46
35
70
140
–
–
–
Group
total
616
289
326
327
342
228
232
360
382
371
310
293
265
249
277
241
227
216
204
247
1,009
887
987
958
Total free surplus expected to emerge in the
next 40 years
63,023
22,660
85,683
7,723
2,120
9,843
* The analysis excludes amounts incorporated into VIF at 31 December 2019 where there is no definitive time frame for when the payments will be made or receipts received. It also
excludes any free surplus emerging after 2059.
The discounted expected generation from new business written in 2019 can be reconciled to the new business profit for long-term
business operations as follows:
Undiscounted expected free surplus generation for years 2020 to 2059
Less: discount effect
Discounted expected free surplus generation for years 2020 to 2059
Discounted expected free surplus generation for years after 2059
Discounted expected free surplus generation from new business written in 2019
Free surplus investment in new business
Other items†
EEV new business profit for long-term business operations
Asia
7,723
(4,211)
3,512
771
4,283
(619)
(142)
3,522
2019 $m
US
Group total
2,120
(721)
1,399
–
1,399
(539)
23
883
9,843
(4,932)
4,911
771
5,682
(1,158)
(119)
4,405
† Other items represent the impact of the time value of options and guarantees on new business, foreign exchange effects and other non-modelled items. Foreign exchange effects arise as
EEV new business profit amounts are translated at average exchange rates and the expected free surplus generation is translated at closing rates.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUED
The undiscounted expected free surplus generation from all in-force business at 31 December 2019 shown below can be reconciled
to the amount that was expected to be generated as at 31 December 2018 as follows:
Group
2018 expected free surplus
2019
$m
2020
$m
2021
$m
2022
$m
2023
$m
2024
$m
Other
$m
Total
$m
generation for years 2019 to 2058
4,759
4,823
4,807
4,695
4,608
4,505
72,778
100,975
Demerger of UK and Europe
operations
Less: Amounts expected to be
realised in the current year
Add: Expected free surplus to be
generated in year 2059*
Foreign exchange differences
New business
Operating movements
Non-operating and other
movements†
2019 expected free surplus
generation for years 2020 to 2059
Asia
2018 expected free surplus
Less: Amounts expected to be
realised in the current year
Add: Expected free surplus to be
generated in year 2059*
Foreign exchange differences
New business
Operating movements
Non-operating and other movements
2019 expected free surplus
generation for years 2020 to 2059
US
2018 expected free surplus
(755)
(776)
(753)
(728)
(707)
(684)
(10,316)
(14,719)
(4,004)
–
–
–
25
289
28
–
–
24
326
(104)
–
–
25
327
(59)
–
–
23
342
(90)
–
(4,004)
1,205
467
7,943
(3,700)
1,205
590
9,843
(8,207)
–
26
616
(113)
(1,090)
(863)
(860)
(729)
(627)
3,486
3,533
3,353
3,465
3,469
68,377
85,683
2019
$m
2020
$m
2021
$m
2022
$m
2023
$m
2024
$m
Other
$m
Total
$m
(1,987)
–
–
–
25
244
63
(86)
–
–
24
225
(69)
(74)
–
–
25
207
(12)
(86)
–
–
23
223
(47)
(50)
–
(1,987)
1,205
467
6,533
(4,445)
1,205
590
7,723
(5,075)
–
26
291
(133)
(136)
1,963
2,088
1,941
1,965
1,895
53,171
63,023
2019
$m
2020
$m
2021
$m
2022
$m
2023
$m
2024
$m
Other
$m
Total
$m
–
–
–
–
–
–
–
–
–
–
–
–
generation for years 2019 to 2058
1,987
1,915
1,842
1,835
1,831
1,746
49,411
60,567
generation for years 2019 to 2058
2,017
2,132
2,212
2,132
2,070
2,075
13,051
25,689
Less: Amounts expected to be
realised in the current year
New business
Operating movements
Non-operating and other
movements†
2019 expected free surplus
generation for years 2020 to 2059
(2,017)
–
–
–
325
20
–
45
(35)
–
101
(35)
–
120
(47)
–
119
(43)
–
1,410
745
(2,017)
2,120
(3,132)
–
–
(954)
(777)
(786)
(643)
(577)
1,523
1,445
1,412
1,500
1,574
15,206
22,660
* Excluding 2019 new business.
† Including impact of US EEV hedge modelling enhancements as described in note 7 of the EEV financial statements.
At 31 December 2019, the total free surplus expected to be generated from continuing operations over the next five years (2020 to 2024
inclusive), using the same assumptions and methodology as those underpinning our 2019 embedded value reporting, was $17.3 billion
(31 December 2018: $19.8 billion).
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationI Additional financial information continued
I(vi) Reconciliation of expected transfer of value of in-force business (VIF) and required capital to free surplus
continued
At 31 December 2019, the total free surplus expected to be generated on an undiscounted basis in the next 40 years is $85.7 billion,
$(0.6) billion lower than the $86.3 billion expected at the end of 2018 from continuing operations, with the $2.4 billion increase in Asia
being more than offset by the $(3.0) billion decrease in the US. In Asia the increase from new business of $7.7 billion, together with
favourable foreign exchange gains and operating assumption updates following the annual review of experience, more than offset the
effect of generally lower interest rates across the region decreasing projected returns. At 31 December 2019 expected free surplus
generation in Asia for the next 40 years is $63.0 billion (31 December 2018: $60.6 billion). In the US new business contributed $2.1 billion
to expected free surplus generation. Operating, non-operating and other movements were $(3.1) billion, principally driven by the impact
of lower interest rates and the effect of the NAIC reform, hedge modelling and other related changes described in note 7 of the EEV
financial statements. At 31 December 2019 expected free surplus generation in the US for the next 40 years is $22.7 billion
(31 December 2018: $25.7 billion).
Actual underlying free surplus generated in 2019 from life business in force at the end of 2018, before the impact of US EEV hedge
modelling enhancements and restructuring costs, was $4.7 billion including $0.6 billion of changes in operating assumptions and
experience variances. This compares with the expected 2019 realisation at the end of 2018 of $4.0 billion.
This can be analysed further as follows:
Transfer to free surplus in 2019 before impact of US EEV hedge modelling enhancements
Expected return on free assets
Changes in operating assumptions and experience variances
2019 $m
Asia
1,914
80
147
US
Group total
2,070
61
411
3,984
141
558
Underlying free surplus generated from in-force life business before impact of US
EEV hedge modelling enhancements and restructuring costs*
2,141
2,542
4,683
2019 free surplus expected to be generated at 31 December 2018
1,987
2,017
4,004
* Underlying free surplus generated from in-force life business before restructuring costs in 2019 in the US was $1,639 million (Group total $3,780 million), after reflecting the $(903) million
impact of US EEV hedge modelling enhancements described in note 7 of the EEV financial statements.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUED
The equivalent discounted amounts of the undiscounted expected transfers from in-force business and required capital into free surplus
shown previously are as follows:
Expected period of emergence
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040-2044
2045-2049
2050-2054
2055-2059
Discounted expected generation from all
in-force business
Discounted expected generation from
new business written
31 Dec 2019 $m
Asia
1,890
1,910
1,674
1,608
1,479
1,397
1,363
1,281
1,206
1,088
991
938
863
819
783
737
709
682
651
619
2,631
2,060
1,730
1,294
US
Group total
1,468
1,313
1,212
1,212
1,203
1,105
1,034
966
865
765
690
595
496
345
298
256
210
151
118
90
302
–
–
–
3,358
3,223
2,886
2,820
2,682
2,502
2,397
2,247
2,071
1,853
1,681
1,533
1,359
1,164
1,081
993
919
833
769
709
2,933
2,060
1,730
1,294
Asia
279
218
189
165
169
147
158
147
134
137
109
99
88
82
86
76
73
70
66
67
292
244
232
185
US
Group total
320
42
92
102
100
22
7
98
114
90
70
59
48
39
39
30
23
18
13
24
49
–
–
–
599
260
281
267
269
169
165
245
248
227
179
158
136
121
125
106
96
88
79
91
341
244
232
185
Total discounted free surplus expected to
emerge in the next 40 years
30,403
14,694
45,097
3,512
1,399
4,911
The discounted expected generation from all in-force business can be reconciled to the total embedded value for long-term business
operations as follows:
Discounted expected generation from all in-force business for years 2020 to 2059
Discounted expected generation from all in-force business for years after 2059
Discounted expected generation from all in-force business at 31 December 2019
Free surplus of life operations held at 31 December 2019
Other items*
Total EEV for long-term business operations
* Other items represent the impact of the time value of options and guarantees and other non-modelled items.
31 Dec 2019
$m
45,097
3,892
48,989
5,395
(205)
54,179
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationI Additional financial information continued
I(vii) Option schemes
The Group presently grants share options through three schemes and exercises of the options are satisfied by the issue of new shares.
Executive directors and eligible employees based in the UK may participate in the Prudential Savings-Related Share Option Scheme.
Executives and eligible employees based in Asia as well as, prior to the demerger of M&G plc from the Prudential Group, eligible
employees of M&G plc based in Europe can participate in the Prudential International Savings-Related Share Option Scheme, while agents
based in certain regions of Asia can participate in the Prudential International Savings-Related Share Option Scheme for Non-Employees.
Further details of the schemes and accounting policies are detailed in note B2.2 of the IFRS basis consolidated financial statements.
All options were granted at nil consideration. No options have been granted to substantial shareholders, suppliers of goods or services
(excluding options granted to agents under the Prudential International Savings-Related Share Option Scheme for Non-Employees) or in
excess of the individual limit for the relevant scheme. The maximum share entitlement of each participant under the relevant scheme for
each option granted is limited to the total savings and any bonus or interest accumulated under that participant’s savings contract,
divided by the exercise price. At 31 December 2019, the maximum number of shares issued or issuable under the schemes, which were
approved by shareholders, to all participants would not exceed 1 per cent of the issued share capital of the Company in the preceding
12-month period.
The option schemes will terminate as follows, unless the directors resolve to terminate the plans at an earlier date:
— Prudential Savings-Related Share Option Scheme: 16 May 2023;
— Prudential International Savings-Related Share Option Scheme: 19 May 2021; and
— Prudential International Savings-Related Share Option Scheme for Non-Employees 2012: 12 May 2022.
The weighted average share price of Prudential plc for the year ended 31 December 2019 was £15.05 (2018: £17.36).
Particulars of options granted to directors are included in the Directors’ remuneration report on page 160.
The closing prices of the shares immediately before the date on which the options were granted during the year were £14.00 for the
Prudential Savings-Related Share Option Scheme and £14.57 for the Prudential International Savings-Related Share Option Scheme for
Non-Employees.
The following analyses show the movement in options for each of the option schemes for the year ended 31 December 2019.
Prudential Savings-Related Share Option Scheme
Exercise period
Number of options
Date of
grant
Exercise
price £
20 Sep 13
23 Sep 14
22 Sep 15
22 Sep 15
21 Sep 16
21 Sep 16
21 Sep 17
21 Sep 17
29 Nov 19
29 Nov 19
9.01
11.55
11.11
11.11
11.04
11.04
14.55
14.55
11.18
11.18
Beginning
01 Dec 18
01 Dec 19
01 Dec 18
01 Dec 20
01 Dec 19
01 Dec 21
01 Dec 20
01 Dec 22
01 Jan 23
01 Jan 25
End
31 May 19
31 May 20
31 May 19
31 May 21
31 May 20
31 May 22
31 May 21
31 May 23
30 Jun 23
30 Jun 25
Beginning
of year
27,732
303,716
256,744
180,526
538,927
121,105
668,276
115,347
–
–
Granted
Exercised
Cancelled
Forfeited
Lapsed
–
(26,068)
– (153,721)
– (253,273)
–
(52,592)
– (269,207)
(19,769)
–
(20,814)
–
(2,791)
–
–
93,145
–
21,464
–
(3,145)
–
(6,291)
(12,855)
(5,676)
(62,176)
(6,573)
(322)
–
(1,664)
(2,097)
(1,458)
(540)
(10,376)
(1,086)
(20,565)
(1,030)
–
–
–
(8,790)
(2,013)
(17,963)
(20,687)
(17,330)
(62,585)
(12,013)
–
–
End of
year
–
135,963
–
103,140
225,802
77,244
502,136
92,940
92,823
21,464
2,212,373 114,609 (798,235)
(97,038)
(38,816) (141,381)
1,251,512
The total number of securities available for issue under the scheme is 1,251,512 which represents 0.048 per cent of the issued share
capital at 31 December 2019.
M&G plc employees with outstanding options on demerger were treated as ‘good leavers’, with both the vesting period and number
of options exercisable curtailed on demerger.
The weighted average closing price of the shares immediately before the dates on which the options were exercised during the
current period was £14.69.
The weighted average fair value of options granted under the plan in the period was £3.35.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDPrudential International Savings-Related Share Option Scheme
Exercise period
Number of options
Date of
grant
Exercise
price £
20 Sep 13
23 Sep 14
22 Sep 15
22 Sep 15
21 Sep 16
21 Sep 17
21 Sep 17
18 Sep 18
18 Sep 18
9.01
11.55
11.11
11.11
11.04
14.55
14.55
13.94
13.94
Beginning
01 Dec 18
01 Dec 19
01 Dec 18
01 Dec 20
01 Dec 19
01 Dec 20
01 Dec 22
01 Dec 21
01 Dec 23
End
Beginning
of year
Granted
Exercised
Cancelled
Forfeited
Lapsed
31 May 19
31 May 20
31 May 19
31 May 21
31 May 20
31 May 21
31 May 23
31 May 22
31 May 24
18,378
4,413
4,860
2,700
10,776
9,820
3,298
22,005
1,076
77,326
–
–
–
–
–
–
–
–
–
–
(18,377)
–
(4,860)
–
–
–
–
–
–
(1)
(4,413)
–
(2,700)
(9,472)
(9,573)
(3,298)
(20,714)
(1,076)
–
–
–
–
(1,304)
(247)
–
(1,291)
–
(23,237)
(51,247)
(2,842)
–
–
–
–
–
–
–
–
–
–
End of
year
–
–
–
–
–
–
–
–
–
–
There are no securities available for issue under the scheme at 31 December 2019.
At the time of the demerger, the only participants with outstanding options in this plan were M&G plc employees.
The outstanding options over Prudential plc shares did not vest at demerger. Instead, they have been exchanged for an equivalent
grant in M&G plc shares. The M&G plc participants have been treated as ‘good leavers’.
The weighted average closing price of the shares immediately before the dates on which the options were exercised during the
current period was £15.83.
There were no options granted under the plan during the current period.
Prudential International Savings-Related Share Option Scheme for Non-Employees
Exercise period
Number of options
Date of
grant
Exercise
price* £
9.01
20 Sep 13
23 Sep 14 10.00
9.62
22 Sep 15
9.62
22 Sep 15
9.56
21 Sep 16
9.56
21 Sep 16
12.59
21 Sep 17
12.59
21 Sep 17
12.07
18 Sep 18
12.07
18 Sep 18
9.62
02 Oct 19
9.62
02 Oct 19
Beginning
01 Dec 18
01 Dec 19
01 Dec 18
01 Dec 20
01 Dec 19
01 Dec 21
01 Dec 20
01 Dec 22
01 Dec 21
01 Dec 23
01 Dec 22
01 Dec 24
End
Beginning
of year
Granted
Modifi-
cation*
Exercised
Cancelled Forfeited Lapsed
31 May 19
31 May 20
31 May 19
31 May 21
31 May 20
31 May 22
31 May 21
31 May 23
31 May 22
31 May 24
31 May 23
31 May 25
235,987
459,165
261,478
376,672
326,596
197,057
263,827
172,291
184,780
118,243
–
–
–
–
–
–
–
–
–
–
– 307,835
– 202,788
– (235,987)
64,539 (153,463)
935 (260,499)
38,333
–
40,201 (207,203)
–
21,236
–
26,538
–
22,025
–
14,379
–
11,939
–
47,441
–
31,271
–
(5,192)
(979)
(6,750)
–
–
–
–
–
–
–
–
–
(1,298)
–
–
(250)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
End of
year
–
363,751
935
408,255
159,344
218,293
290,365
194,316
199,159
130,182
355,276
234,059
2,596,096 510,623 318,837 (857,152) (12,921)
(1,548)
– 2,553,935
* As a result of the demerger of M&G plc, the exercise price of the outstanding share options at 18 October 2019 and the total number of shares have been adjusted with effect from
21 October 2019. These adjustments do not change the overall fair value of the options and were confirmed as being fair and reasonable by an independent financial adviser in accordance
with the rules of that plan and the Hong Kong Stock Exchange Listing Rules.
The total number of securities available for issue under the scheme is 2,553,935 which represents 0.098 per cent of the issued share
capital at 31 December 2019.
The weighted average closing price of the shares immediately before the dates on which the options were exercised during the
current period was £15.06.
The weighted average fair value of options granted under the plan in the period was £2.90.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
I Additional financial information continued
I(viii) Selected historical financial information of Prudential
The following table sets forth Prudential’s selected consolidated financial data for the periods indicated. Certain data is derived from
Prudential’s audited consolidated financial statements prepared in accordance with International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB) and as adopted by the European Union (EU) and European Embedded
Value (EEV).
This table is only a summary and should be read in conjunction with Prudential’s consolidated financial statements and the related
notes included elsewhere in this document.
Income statement
IFRS basis results
Continuing operations:
Gross premiums earned
Outward reinsurance premiums
Earned premiums, net of reinsurance
Investment return
Other income
Total revenue, net of reinsurance
2019 $m
2018 $m
note (v)
2017 $m
note (v)
2016 $m
note (v)
2015 $m
note (v)
45,064
(1,583)
43,481
49,555
700
93,736
45,614
(1,183)
44,431
(9,117)
531
35,845
39,800
(1,304)
38,496
35,574
1,319
75,389
38,865
(1,375)
37,490
13,839
1,387
52,716
42,335
(1,045)
41,290
(1,648)
1,366
41,008
Benefits and claims and movement in unallocated surplus of
with-profits funds, net of reinsurance
Acquisition costs and other expenditure
Finance costs: interest on core structural borrowings of
shareholder-financed businesses
(Loss) gain on disposal of businesses and corporate transactions
(83,905)
(7,283)
(23,426)
(8,527)
(63,808)
(8,649)
(42,881)
(7,846)
(29,912)
(8,166)
(516)
(142)
(547)
(107)
(548)
292
(488)
(322)
(477)
(70)
Total charges, net of reinsurance
(91,846)
(32,607)
(72,713)
(51,537)
(38,625)
Share of profits from joint ventures and associates, net of
related tax
Profit before tax (being tax attributable to shareholders’ and
policyholders’ returns) note (i)
Tax (charges) attributable to policyholders’ returns
Profit before tax attributable to shareholders’ returns
Tax credit (charges) attributable to shareholders’ returns
Profit from continuing operations
(Loss) profit from discontinued operations
Profit for the year
Based on profit from continuing operations for the year
attributable to the equity holders of the Company :
Basic earnings per share (in cents)
Diluted earnings per share (in cents)
Dividend per share declared and paid in reporting period
Interim ordinary dividend/final ordinary dividend
Special dividend
397
319
233
200
261
2,287
(365)
1,922
31
1,953
(1,161)
792
75.1¢
75.1¢
2019
63.18¢
63.18¢
3,557
(107)
3,450
(569)
2,881
1,142
4,023
111.7¢
111.7¢
2018
64.34¢
64.34¢
2,909
(321)
2,588
(840)
1,748
1,333
3,081
68.0¢
67.9¢
2017
59.32¢
59.32¢
1,379
(210)
1,169
(119)
1,050
1,552
2,602
41.0¢
40.9¢
2016
69.72¢
55.20¢
14.52¢
2,644
(105)
2,539
(439)
2,100
1,841
3,941
82.3¢
82.2¢
2015
59.01¢
59.01¢
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUED
Supplementary IFRS income statement – continuing operations
Adjusted operating profit based on longer-term investment
returns note (ii)
Non-operating items
Profit before tax attributable to shareholders
Operating earnings per share after tax and non-controlling
2019 $m
2018 $m
note (v)
2017 $m
note (v)
2016 $m
note (v)
2015 $m
note (v)
5,310
(3,388)
1,922
4,409
(959)
3,450
4,378
(1,790)
2,588
4,131
(2,962)
1,169
3,610
(1,070)
2,540
interest (in cents)
175.0¢
145.2¢
134.6¢
126.5¢
114.3¢
Supplementary EEV financial information
EEV income statement – continuing operations
Operating profit based on longer-term investment returns note (ii)
Non-operating items
Profit attributable to shareholders from continuing operations
Operating earnings per share (in cents)
2019 $m
6,905
(2,744)
4,161
266.6¢
2018 $m
note (v)
7,866
(2,286)
5,580
305.3¢
2017 $m
note (v)
6,753
1,808
8,561
263.0¢
2016 $m
note (v)
6,137
(2,278)
3,859
239.7¢
2015 $m
note (v)
5,636
(1,270)
4,366
220.8¢
2019 $bn
2018 $bn
2017 $bn
2016 $bn
2015 $bn
EEV shareholders’ equity, excluding non-controlling interests
54.7
63.4
60.5
48.2
47.8
New business contribution – continuing operations
Annual premium equivalent (APE) sales
EEV new business profit (NBP) (post-tax)
NBP margin (% of APE)
Statement of financial position at 31 December
2019 $m
7,384
4,405
60%
2018 $m
note (v)
2017 $m
note (v)
2016 $m
note (v)
2015 $m
note (v)
7,058
4,707
67%
7,046
4,220
60%
6,989
3,820
55%
6,787
3,501
52%
Total assets
Total policyholder liabilities and unallocated surplus
of with-profits funds
Core structural borrowings of shareholder-financed businesses
Total liabilities
Total equity
2019 $m
2018 $m
2017 $m
2016 $m
2015 $m
454,214
647,810
668,203
581,394
570,377
390,428
5,594
434,545
19,669
541,466
9,761
625,819
21,991
579,261
8,496
646,432
21,771
498,374
8,400
563,270
18,124
494,661
7,386
551,281
19,096
Other financial information at 31 December
Funds under management note (iii)
Group shareholder LCSM surplus note (iv)
2019 $bn
2018 $bn
2017 $bn
2016 $bn
2015 $bn
543.9
9.5
455.3
9.7
452.0
374.8
348.7
Notes
(i)
(ii)
(iii)
(iv)
(v)
This measure is the formal profit (loss) before tax measure under IFRS. It is not the result attributable to shareholders.
Adjusted operating profit is determined on the basis of including longer-term investment returns. EEV and IFRS operating profits are stated after excluding the effect of short-term
fluctuations in investment returns on shareholder-backed business gain or loss on corporate transactions and costs connected to the demerger of M&G plc from Prudential plc.
Separately, for IFRS basis results, operating profit also excludes amortisation of acquisition accounting adjustments arising on the purchase of business. For EEV basis results,
operating profit excludes the effect of changes in economic assumptions and the mark-to-market value movements on core structural borrowings for shareholder-financed
operations.
Funds under management comprise funds of the Group held in the statement of financial position and external funds that are managed by the Group’s asset management
operations. The comparative results from 2015 to 2018 have been re-presented from those previously published to exclude the discontinued UK and Europe operations and for
other adjustments as described in note I(ii).
The 2019 surplus is estimated under the LCSM regime, adopted by the Group following the demerger of its UK and Europe operations in October 2019, as discussed in note I(i),
with 2018 comparative information re-presented on this basis. Prior to the demerger, the Group was subject to the Solvency II capital requirements.
The comparative results from 2015 to 2018 have been re-presented from those previously published for the demerger of the Group’s UK and Europe operations, M&G plc,
in October 2019 which is reclassified as discontinued operations.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
II Calculation of alternative performance measures
The annual report uses alternative performance measures (APMs) to provide more relevant explanations of the Group’s financial position
and performance. This section sets out explanations for each APM and reconciliations to relevant IFRS balances.
II(i) Reconciliation of adjusted IFRS operating profit based on longer-term investment returns to profit before tax
from continuing operations
Adjusted IFRS operating profit attributable to shareholders based on longer-term investment returns from continuing operations
(operating profit) presents the operating performance of the business. This measurement basis adjusts for the following items within total
IFRS profit before tax:
— Short-term fluctuations in investment returns on shareholder-backed business;
— Amortisation of acquisition accounting adjustments arising on the purchase of business; and
— Gain or loss on corporate transactions, such as disposals undertaken in the year and costs connected to the demerger of M&G plc
from Prudential plc.
More details on how adjusted IFRS operating profit based on longer-term investment returns is determined are included in note B1.3 of
the Group IFRS basis results. A full reconciliation to profit after tax is given in note B1.1.
II(ii) Calculation of IFRS gearing ratio
IFRS gearing ratio is calculated as net core structural borrowings of shareholder-financed businesses divided by closing IFRS
shareholders’ equity plus net core structural borrowings.
Core structural borrowings of shareholder-financed businesses
Less holding company cash and short-term investments
Net core structural borrowings of shareholder-financed businesses
Closing shareholders’ equity
Closing shareholders’ equity plus net core structural borrowings
IFRS gearing ratio
31 Dec 2019
$m
31 Dec 2018
$m
5,594
(2,207)
3,387
19,477
22,864
15%
9,761
(4,121)
5,640
21,968
27,608
20%
II(iii) Return on IFRS shareholders’ funds
Operating return on IFRS shareholders’ funds is calculated as adjusted operating profit net of tax and non-controlling interests divided by
closing shareholders’ equity. Total comprehensive return on shareholders’ funds is calculated as IFRS total comprehensive income for the
period net of tax and non-controlling interests divided by closing shareholders’ equity. Following the demerger of the UK and Europe
operations in October 2019 and their treatment as discontinued, it is more meaningful to derive the 2019 return using profit from
continuing operations and closing shareholders’ equity. The Group will be introducing a new return on equity performance measure for
the Group’s 2020 Prudential Long-Term Incentive Plan (PLTIP) awards alongside other metrics. This measure is to be calculated as
adjusted operating profit after tax and net of non-controlling interests, divided by average shareholders’ equity. Accordingly, the
calculation of the return on IFRS shareholders’ funds going forward will be aligned to be based on average shareholders’ equity.
Detailed reconciliation of adjusted operating profit based on longer-term investment returns to IFRS profit before tax for the Group’s
continuing operations is shown in note B1.1 to the Group IFRS basis results.
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDContinuing operations
Asia
US
2019 $m
Unallocated
to a segment
(central
operations)
Add back
demerger-
related
items*
Adjusted
Group
(excluding
demerger-
related
items*)
179
(34)
–
5,489
(807)
(9)
Group
5,310
(773)
(9)
3,276
(436)
(6)
3,070
(437)
–
(1,036)
100
(3)
Adjusted operating profit based on longer-term
investment returns
Tax on operating profit
Profit attributable to non-controlling interests
Adjusted operating profit based on longer-term
investment returns, net of tax and
non-controlling interests
Non-operating profit (loss), net of tax
IFRS profit for the year net of tax and
non-controlling interests
Other comprehensive income, net of tax and
non-controlling interests
IFRS total comprehensive income
Closing shareholders’ funds
Operating return on shareholders’ funds (%)
Total comprehensive return on
shareholders’ funds (%)
2,834
885
2,633
(3,013)
(939)
(456)
4,528
(2,584)
3,719
(380)
(1,395)
1,944
192
3,911
10,866
26%
36%
2,679
2,299
8,929
29%
26%
(146)
(1,541)
(318)
n/a
n/a
2,725
4,669
19,477
23%
24%
145
383
528
–
528
–
–
–
4,673
(2,201)
2,472
2,725
5,197
19,477
24%
27%
* Demerger-related items comprise interest on the subordinated debt that was substituted to M&G plc prior to the demerger ($179 million pre-tax) and one-off costs of the demerger
($407 million pre-tax).
Adjusted operating profit based on longer-term
investment returns
Tax on operating profit
Profit attributable to non-controlling interests
Adjusted operating profit based on longer-term
investment returns, net of tax and non-
controlling interests
Non-operating profit (loss), net of tax
IFRS profit for the year, net of tax and non-
controlling interests
Other comprehensive income, net of tax and
non-controlling interests
IFRS total comprehensive income
Closing shareholders’ funds
Operating return on shareholders’ funds (%)
Total comprehensive return on
shareholders’ funds (%)
2018 $m
Asia
US
2,888
(411)
(1)
2,563
(402)
–
2,476
(662)
2,161
(179)
1,814
1,982
(206)
(1,446)
1,608
8,175
30%
20%
536
7,163
30%
7%
* Given the significant changes of Group shareholders’ funds as a result of the demerger of the UK and Europe operations in October 2019, it is not meaningful to compare the 2019 and
2018 returns on shareholders’ funds at a Group level. The 2018 comparatives have therefore excluded the presentation of a Group return on shareholders’ funds. Additionally, the 2018
comparatives for Asia and US operations have been re-presented from those previously published to reflect the use of closing rather than opening shareholders’ funds to be on a
comparable basis with the 2019 calculation.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationII Calculation of alternative performance measures continued
II(iv) Calculation of IFRS shareholders’ funds per share
IFRS shareholders’ funds per share is calculated as closing IFRS shareholders’ equity divided by the number of issued shares at
31 December 2019 of 2,601 million (31 December 2018: 2,593 million). The demerger alters the size of the Group’s shareholders’ equity
and the nature of its operations, rendering a comparison with the prior year return on shareholders’ funds value unrepresentative.
Closing IFRS shareholders’ equity ($ million)
Shareholders’ funds per share (cents)
2019
Asia
10,866
418¢
US
8,929
343¢
Other
(318)
(12)¢
Group
total
19,477
749¢
II(v) Calculation of asset management cost/income ratio
The asset management cost/income ratio is calculated as asset management operating expenses, adjusted for commission and joint
venture contribution, divided by asset management total IFRS revenue adjusted for commission, joint venture contribution,
performance-related fees and non-operating items.
Operating income before performance-related fees note
Share of joint venture revenue
Commission
Performance-related fees
IFRS revenue
Operating expense
Share of joint venture expense
Commission
IFRS charges
Cost/income ratio: operating expense/operating income before performance-related fees
Eastspring Investments
2019 $m
2018 $m
636
(244)
165
12
569
329
(102)
165
392
52%
566
(250)
156
23
495
311
(133)
156
334
55%
Note
Operating income and expense include the Group’s share of contribution from joint ventures (but excludes any contribution from associates). In the consolidated income statement of the
Group IFRS basis results, the net post-tax income of the joint ventures and associates is shown as a single line item.
II(vi) Reconciliation of Asia renewal insurance premium to gross premiums earned
Reconciliation of Asia renewal insurance premium to gross earned premiums and calculation of Asia Life weighted premium income.
Asia renewal insurance premium
Add: General insurance premium
Add: IFRS gross earned premium from new regular and single premium business
Less: Renewal premiums from joint ventures
Asia segment IFRS gross premiums earned
Asia renewal insurance premium (as above)
Asia APE (see Note II(vi))
Asia life weighted premium income
2019 $m
2018 $m
19,007
135
6,386
(1,771)
23,757
19,007
5,161
24,168
AER
17,165
120
6,421
(1,717)
21,989
17,165
4,999
22,164
CER
17,046
122
6,402
(1,657)
21,913
17,046
4,959
22,005
384
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDII(vii) Reconciliation of APE new business sales to gross premiums earned
The Group reports APE new business sales as a measure of the new policies sold in the period. This differs from the IFRS measure of
gross premiums earned as shown below:
Annual premium equivalents (APE) from continuing operations
Adjustment to include 100% of single premiums on new business sold in the year note (a)
Premiums from in-force business and other adjustments note (b)
Gross premiums earned from continuing operations
2019 $m
7,384
23,409
14,271
45,064
2018 $m
7,058
21,318
17,238
45,614
Notes
(a)
(b) Other adjustments principally include amounts in respect of the following:
APE new business sales only include one tenth of single premiums, recorded on policies sold in the year. Gross premiums earned include 100 per cent of such premiums.
–
–
–
–
–
Gross premiums earned include premiums from existing in-force business as well as new business. The most significant amount is recorded in Asia, where a significant portion
of regular premium business is written. Asia in-force premiums form the vast majority of the other adjustment amount;
In October 2018, Jackson entered into a 100 per cent reinsurance agreement with John Hancock Life Insurance Company to acquire a closed block of group payout annuity
business. The transaction resulted in an addition to gross premiums earned of $5.0 billion in 2018. No amounts were included in APE new business sales.
APE includes new policies written in the year which are classified as investment contracts without discretionary participation features under IFRS 4, arising mainly in Jackson
for guaranteed investment contracts and in M&G plc for certain unit-linked savings and similar contracts. These are excluded from gross premiums earned and recorded as deposits;
APE new business sales are annualised while gross premiums earned are recorded only when revenues are due; and
For the purpose of reporting APE new business sales, the Group’s share of amounts sold by the Group’s insurance joint ventures and associates are included. Under IFRS, joint
ventures and associates are equity accounted and so no amounts are included within gross premiums earned.
II(viii) Reconciliation between IFRS and EEV shareholders’ equity
The table below shows the reconciliation of EEV shareholders’ equity and IFRS shareholders’ equity at the end of the year:
EEV shareholders’ equity
Less: Value of in-force business of long-term business note (a)
Deferred acquisition costs assigned zero value for EEV purposes
Other note (b)
IFRS shareholders’ equity
31 Dec 2019
$m
31 Dec 2018
$m
54,711
(41,893)
14,239
(7,580)
19,477
63,402
(42,045)
12,834
(12,223)
21,968
Notes
(a)
The EEV shareholders’ equity comprises the present value of the shareholders’ interest in the value of in-force business, total net worth of long-term business operations and IFRS
shareholders’ equity of asset management and other operations. The value of in-force business reflects the present value of expected future shareholder cash flows from long-term
in-force business which are not captured as shareholders’ interest on an IFRS basis. Total net worth represents the net assets for EEV reporting that reflect the regulatory basis
position, with adjustments to achieve consistency with the IFRS treatment of certain items as appropriate.
(b) Other adjustments represent asset and liability valuation differences between IFRS and the local regulatory reporting basis used to value total net worth for long-term insurance
operations. These also include the mark-to-market value movements of the Group’s core structural borrowings which are fair valued under EEV but are held at amortised cost
under IFRS. The most significant valuation differences relate to changes in the valuation of insurance liabilities. For example, in Jackson, IFRS liabilities are higher than the local
regulatory basis as they are principally based on policyholder account balances (with a deferred acquisition costs recognised as an asset), whereas the local regulatory basis used
for EEV reporting is based on expected future cash flows due to the policyholder on a prudent basis, with the consideration of an expense allowance, as applicable, but with no
separate deferred acquisition cost asset.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
II Calculation of alternative performance measures continued
II(ix) Calculation of return on embedded value
Return on embedded value is calculated as the total post-tax EEV profit for the year as a percentage of closing EEV basis shareholders’ equity.
2019
Asia
US
Central
operations
Group
total
Adjusted
Group total
(excluding
demerger
related
items*)
Demerger
related
items*
EEV basis profit (loss) for the year from
continuing operations, net of tax and
non-controlling interests ($ million)
Closing EEV basis shareholders’ equity ($ million)
Total return on shareholders’ funds (%)
8,063
39,235
21%
(2,025)
16,342
(12)%
(1,886)
(866)
n/a
4,152
54,711
8%
(528)
(528)
n/a
4,680
55,239
8%
EEV basis profit for the year, net of tax and
non-controlling interests ($ million)
Closing EEV basis shareholders’ equity ($ million)
Total return on shareholders’ funds (%)
2018†
Asia
US
4,808
32,008
15%
1,052
18,709
6%
* Demerger-related items comprise interest on the subordinated debt that was substituted to M&G plc prior to the demerger and one-off costs of the demerger.
† Given the significant changes of Group shareholders’ funds as a result of the demerger of the UK and Europe operations in October 2019, it is not meaningful to compare the 2019 and
2018 returns on shareholders’ funds at a Group level. The 2018 comparatives have therefore excluded the presentation of a Group return on shareholders’ funds. Additionally, the 2018
comparatives for Asia and US operations have been re-presented from those previously published to reflect the use of closing rather than opening shareholders’ funds to be on a
comparable basis with the 2019 calculation.
Operating return on embedded value is calculated as the post-tax EEV operating profit for the year as a percentage of closing EEV basis
shareholders’ equity.
EEV basis operating profit for the year from continuing operations,
net of tax ($ million)
Closing EEV basis shareholders’ equity ($ million)
Operating return on shareholders’ funds (%)
2019
2018
Asia
US
Asia
US
6,138
39,235
16%
1,782
16,342
11%
6,070
32,008
19%
2,828
18,709
15%
386
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ADDITIONAL UNAUDITED FINANCIAL INFORMATION CONTINUEDII(x) Calculation of EEV shareholders’ funds per share
EEV shareholders’ funds per share is calculated as closing EEV shareholders’ equity divided by the number of issued shares at 31 December
2019 of 2,601 million (31 December 2018: 2,593 million). EEV shareholders’ funds per share excluding goodwill attributable to shareholders
is calculated in the same manner, except goodwill attributable to shareholders is deducted from closing EEV shareholders’ equity. 2018
comparatives have been restated to show amounts attributable to continuing operations on a comparable basis.
Closing EEV shareholders’ equity ($ million)
Less: Goodwill attributable to shareholders ($ million)
Closing EEV shareholders’ equity excluding goodwill attributable
to shareholders ($ million)
Shareholders’ funds per share (in cents)
Shareholders’ funds per share excluding goodwill attributable
to shareholders (in cents)
Closing EEV shareholders’ equity ($ million)
Less: Goodwill attributable to shareholders ($ million)
Closing EEV shareholders’ equity excluding goodwill attributable
to shareholders ($ million)
Shareholders’ funds per share (in cents)
Shareholders’ funds per share excluding goodwill attributable
to shareholders (in cents)
31 Dec 2019
US
16,342
–
16,342
628¢
Other
(866)
(26)
Group
total
54,711
(822)
(892)
(33)¢
53,889
2,103¢
628¢
(34)¢
2,072¢
31 Dec 2018
US
18,709
–
18,709
722¢
Other
(4,616)
–
(4,616)
(178)¢
Group
total
46,101
(634)
45,467
1,778¢
722¢
(178)¢
1,753¢
Asia
39,235
(796)
38,439
1,508¢
1,478¢
Asia
32,008
(634)
31,374
1,234¢
1,209¢
II (xi) Calculation of new business contribution/embedded value
New business contribution/embedded value is calculated as the post-tax EEV new business contribution for the year as a percentage
of closing EEV basis shareholders’ equity.
New business contribution ($ million)
Closing EEV basis shareholders’ equity ($ million)
2019
2018
Asia
3,522
39,235
9%
US
883
16,342
5%
Asia
3,477
32,008
11%
US
1,230
18,709
7%
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional information
Risk factors
A number of risk factors affect Prudential’s
operating results and financial condition
and, accordingly, the trading price of its
shares. The risk factors mentioned below
should not be regarded as a complete and
comprehensive statement of all potential
risks and uncertainties. The information
given is as of the date of this document,
and any forward-looking statements are
made subject to the reservations specified
under ‘Forward-looking statements’.
Prudential’s approaches to managing
risks are explained in the section of this
document headed ‘Group Chief Risk
and Compliance Officer’s Report on the
risks facing our business and how these
are managed’.
Risks relating to Prudential’s
financial situation
Prudential’s businesses are
inherently subject to market
fluctuations and general
economic conditions
Uncertainty, fluctuations or negative
trends in international economic and
investment climates could have a material
adverse effect on Prudential’s business
and profitability. Prudential operates in a
macroeconomic and global financial market
environment that presents significant
uncertainties and potential challenges.
For example, interest rates in the US and
some Asian countries in which Prudential
operates remain low relative to historical
levels, and the transition to a lower carbon
economy may impact on long-term
asset valuations.
Global financial markets are subject to
uncertainty and volatility created by a
variety of factors. These factors include
monetary policy in China, the US and
other jurisdictions together with their
impact on the valuation of all asset classes
and effect on interest rates and inflation
expectations, concerns over sovereign
debt, a general slowing in world growth.
Other factors include the increased level
of geopolitical risk and policy-related
uncertainty (including the broader market
impacts resulting from the trade
negotiations between the US and China),
and socio-political, climate-driven and
pandemic events and other outbreaks such
as the recent coronavirus. The extent of
financial market and economic impact of
these factors may be influenced by the
actions, including the effectiveness of
mitigating measures, of governments,
policymakers and the public.
The adverse effects of such factors
could be felt principally through the
following items:
— Lower interest rates and reduced
investment returns arising on the
Group’s portfolios including impairment
of debt securities and loans, which
could reduce Prudential’s capital and
impair its ability to write significant
volumes of new business, increase the
potential adverse impact of product
guarantees included in Jackson’s
variable annuities and non unit-linked
investment products in Asia, and/or
have a negative impact on its assets
under management and profit.
— A reduction in the financial strength and
flexibility of corporate entities which
may result in a deterioration of the credit
rating profile and valuation of the
Group’s invested credit portfolio, as
well as higher credit defaults and wider
credit and liquidity spreads resulting
in realised and unrealised credit losses.
— Failure of counterparties who have
transactions with Prudential (e.g. banks
and reinsurers) to meet commitments
that could give rise to a negative impact
on Prudential’s financial position and
on the accessibility or recoverability
of amounts due or, for derivative
transactions, adequate collateral not
being in place.
— Estimates of the value of financial
instruments becoming more difficult
because in certain illiquid or closed
markets, determining the value at which
financial instruments can be realised
is highly subjective. Processes to
ascertain such values require
substantial elements of judgement,
assumptions and estimates (which may
change over time).
— Increased illiquidity, which also adds
to uncertainty over the accessibility
of financial resources and may reduce
capital resources as valuations decline.
This could occur where external capital
is unavailable at sustainable cost,
increased liquid assets are required to
be held as collateral under derivative
transactions or redemption restrictions
are placed on Prudential’s investments
in illiquid funds. In addition, significant
redemption requests could also be
made on Prudential’s issued funds and
while this may not have a direct impact
on the Group’s liquidity, it could result in
reputational damage to Prudential. The
potential impact of increased illiquidity
is more uncertain than for other risks
such as interest rate or credit risk.
In general, upheavals in the financial
markets may affect general levels of
economic activity, employment and
customer behaviour. As a result, insurers
may experience an elevated incidence of
claims, lapses, or surrenders of policies,
and some policyholders may choose to
defer or stop paying insurance premiums.
The demand for insurance products may
also be adversely affected. In addition,
there may be a higher incidence of
counterparty failures. If sustained, this
environment is likely to have a negative
impact on the insurance sector over time
and may consequently have a negative
impact on Prudential’s business and
its balance sheet and profitability.
For example, this could occur if the
recoverable value of intangible assets for
bancassurance agreements and deferred
acquisition costs are reduced. New
challenges related to market fluctuations
and general economic conditions may
continue to emerge.
For some non-unit-linked investment
products, in particular those written in
some of the Group’s Asia operations, it may
not be possible to hold assets which will
provide cash flows to match those relating
to policyholder liabilities. This is
particularly true in those countries where
bond markets are not developed and in
certain markets where regulated premium
and claim values are set with reference
to the interest rate environment prevailing
at the time of policy issue. This results in
a mismatch due to the duration and
uncertainty of the liability cash flows and
the lack of sufficient assets of a suitable
duration. While this residual asset/liability
mismatch risk can be managed, it cannot
be eliminated. Where interest rates in
these markets remain lower than those
used to calculate premium and claim values
over a sustained period, this could have
a material adverse effect on Prudential’s
reported profit and the solvency of its
business units. In addition, part of the profit
from the Group’s Asia operations is related
to bonuses for policyholders declared on
with-profits products, which are impacted
by the difference between actual
investment returns of the with-profits fund
(which are broadly based on historical and
current rates of return on equity, real estate
and fixed income securities) and minimum
guarantee rates offered to policyholders.
This profit could be lower in particular in a
sustained low interest rate environment.
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Jackson writes a significant amount of
variable annuities that offer capital or
income protection guarantees. The value
of these guarantees is affected by market
factors (such as interest rates, equity
values, bond spreads and realised volatility)
and policyholder behaviour. Jackson uses
a derivative hedging programme to reduce
its exposure to market risks arising on
these guarantees. There could be market
circumstances where the derivatives that
Jackson enters into to hedge its market
risks may not cover its exposures under
the guarantees. The cost of the guarantees
that remain unhedged will also affect
Prudential’s results.
In addition, Jackson hedges the guarantees
on its variable annuity book on an economic
basis (with consideration of the local
regulatory position) and, thus, accepts
variability in its accounting results in
the short term in order to achieve the
appropriate result on these bases.
In particular, for Prudential’s Group IFRS
reporting, the measurement of the Jackson
variable annuity guarantees is typically
less sensitive to market movements than
for the corresponding hedging derivatives,
which are held at market value. However,
depending on the level of hedging
conducted regarding a particular risk type,
certain market movements can drive
volatility in the economic or local regulatory
results that may be less significant under
IFRS reporting.
Also, Jackson has a significant spread
based business with a significant
proportion of its assets invested in
fixed-income securities and its results
are therefore affected by fluctuations in
prevailing interest rates. In particular, fixed
annuities and stable value products written
by Jackson expose Prudential to the risk
that changes in interest rates, which are not
fully reflected in the interest rates credited
to customers, will reduce spread. The
spread is the difference between the rate
of return Jackson is able to earn on the
assets backing the policyholders’ liabilities
and the amounts that are credited to
policyholders in the form of benefit
increases, subject to minimum crediting
rates. Declines in spread from these
products or other spread businesses that
Jackson conducts, and increases in
surrender levels arising from interest rate
rises, could have a material impact on its
businesses or results of operations.
As a holding company, Prudential
is dependent upon its subsidiaries
to cover operating expenses and
dividend payments
The Group’s insurance and investment
management operations are generally
conducted through direct and indirect
subsidiaries, which are subject to the
risks discussed elsewhere in this
‘Risk Factors’ section.
As a holding company, Prudential’s
principal sources of funds are remittances
from subsidiaries, shareholder-backed
funds, the shareholder transfer from
long-term funds and any amounts that may
be raised through the issuance of equity,
debt and commercial paper.
Certain of Prudential’s subsidiaries are
subject to applicable insurance, foreign
exchange and tax laws, rules and
regulations (including in relation to
distributable profits) that can limit their
ability to make remittances. In some
circumstances, including changes to
general market conditions, this could limit
Prudential’s ability to pay dividends to
shareholders or to make available funds
held in certain subsidiaries to cover
operating expenses of other members
of the Group.
(Geo)political risks and political
uncertainty may adversely impact
economic conditions, increase
market volatility, cause operational
disruption to the Group and impact
its strategic plans, which could have
adverse effects on Prudential’s
business and its profitability
The Group is exposed to (geo)political
risks and political uncertainty in the
markets in which it operates. Recent shifts
in the focus of some national governments
toward more protectionist or restrictive
economic and trade policies, and
international trade disputes, could impact
on the macroeconomic outlook and the
environment for global financial markets.
This could take effect, for example,
through increased friction in cross-border
trade, such as implementation of trade
tariffs or the withdrawal from existing
trading blocs or agreements, and the
exercise of executive powers to restrict
overseas trade and/or financial
transactions. The degree and nature
of regulatory changes and Prudential’s
competitive position in some geographic
markets may also be impacted, for
example, through measures favouring
local enterprises, such as changes to the
maximum level of non-domestic ownership
by foreign companies.
(Geo)political risks and political uncertainty
may also adversely impact the Group’s
operations and its operational resilience.
Increased (geo)political tensions may
increase cross-border cyber activity and
therefore increase cyber security risks.
(Geo)political tensions may also lead to civil
unrest and/or acts of civil disobedience.
This includes the unrest in Hong Kong,
where mass anti-government
demonstrations have given rise to
increased disruption throughout the
region. Such events could impact
operational resilience by disrupting
Prudential’s systems, operations, new
business sales and renewals, distribution
channels and services to customers,
which may result in a reduction in
contributions from business units to the
central cash balances and profit of the
Group, decreased profitability, financial
loss, adverse customer impacts and
reputational damage.
Prudential is subject to the risk
of potential sovereign debt credit
deterioration owing to the amounts
of sovereign debt obligations held
in its investment portfolio
Investing in sovereign debt creates
exposure to the direct or indirect
consequences of political, social or
economic changes (including changes in
governments, heads of state or monarchs)
in the countries in which the issuers
of such debt are located and to the
creditworthiness of the sovereign.
Investment in sovereign debt obligations
involves risks not present in debt
obligations of corporate issuers. In
addition, the issuer of the debt or the
governmental authorities that control the
repayment of the debt may be unable or
unwilling to repay principal or pay interest
when due in accordance with the terms of
such debt, and Prudential may have limited
recourse to compel payment in the event of
a default. A sovereign debtor’s willingness
or ability to repay principal and to pay
interest in a timely manner may be affected
by, among other factors, its cash flow
situation, its relations with its central bank,
the extent of its foreign currency reserves,
the availability of sufficient foreign
exchange on the date a payment is due,
the relative size of the debt service burden
to the economy as a whole, the sovereign
debtor’s policy toward local and
international lenders, and the political
constraints to which the sovereign debtor
may be subject.
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Moreover, governments may use a variety
of techniques, such as intervention by their
central banks or imposition of regulatory
controls or taxes, to devalue their
currencies’ exchange rates, or may adopt
monetary and other policies (including to
manage their debt burdens) that have a
similar effect, all of which could adversely
impact the value of an investment in
sovereign debt even in the absence of a
technical default. Periods of economic
uncertainty may affect the volatility of
market prices of sovereign debt to a greater
extent than the volatility inherent in debt
obligations of other types of issuers.
In addition, if a sovereign default or other
such events described above were to occur
as has happened on occasion in the past,
other financial institutions may also suffer
losses or experience solvency or other
concerns, which may result in Prudential
facing additional risks relating to
investments in such financial institutions
that are held in the Group’s investment
portfolio. There is also risk that public
perceptions about the stability and
creditworthiness of financial institutions
and the financial sector generally might be
adversely affected, as might counterparty
relationships between financial institutions.
If a sovereign were to default on its
obligations, or adopt policies that devalued
or otherwise altered the currencies in
which its obligations were denominated
this could have a material adverse effect on
Prudential’s financial condition and results
of operations.
Downgrades in Prudential’s
financial strength and credit
ratings could significantly impact
its competitive position and damage
its relationships with creditors
or trading counterparties
Prudential’s financial strength and credit
ratings, which are used by the market to
measure its ability to meet policyholder
obligations, are an important factor
affecting public confidence in
Prudential’s products, and as a result
its competitiveness. Downgrades in
Prudential’s ratings as a result of, for
example, decreased profitability, increased
costs, increased indebtedness or other
concerns could have an adverse effect on
its ability to market products, retain current
policyholders, and on the Group’s financial
flexibility. In addition, the interest rates at
which Prudential is able to borrow funds
are affected by its credit ratings, which are
in place to measure the Group’s ability to
meet its contractual obligations.
Prudential plc’s long-term senior debt is
rated as A2 by Moody’s, A by Standard &
Poor’s and A- by Fitch.
Prudential plc’s short-term debt is rated as
P-1 by Moody’s, A-1 by Standard & Poor’s
and F1 by Fitch.
Jackson’s financial strength is rated AA-
by Standard & Poor’s and Fitch, A1 by
Moody’s and A+ by A.M. Best.
Prudential Assurance Co. Singapore (Pte)
Ltd’s financial strength is rated AA- by
Standard & Poor’s.
All ratings above are on a stable outlook
and are stated as at the date of this
document.
In addition, changes in methodologies and
criteria used by rating agencies could result
in downgrades that do not reflect changes
in the general economic conditions or
Prudential’s financial condition.
Prudential is subject to the risk
of exchange rate fluctuations
owing to the geographical diversity
of its businesses
Due to the geographical diversity of
Prudential’s businesses, Prudential is
subject to the risk of exchange rate
fluctuations. Prudential’s operations
generally write policies and invest in assets
denominated in local currencies. Although
this practice limits the effect of exchange
rate fluctuations on local operating results,
it can lead to fluctuations in Prudential’s
consolidated financial statements upon the
translation of results into the Group’s
presentation currency. This exposure is not
currently separately managed. The Group
now presents its consolidated financial
statements in US dollars, which is the
currency in which a large proportion of the
Group’s earnings and assets and liabilities
are denominated or linked to (such as the
Hong Kong dollar, that is pegged to the US
dollar). There remains some entities that
are not denominated in or linked to the US
dollar and transactions which are
conducted in non-US dollar currencies.
Prudential is subject to the risk of exchange
rate fluctuations from the translation of the
results of these entities and transactions
and the risks from the maintenance of the
Hong Kong dollar peg to the US dollar.
Risks relating to Prudential’s
business activities and industry
The implementation of large scale
transformation, including complex
strategic initiatives, gives rise to
significant execution risks, may
affect Prudential’s operational
capacity, and may adversely impact
the Group if these initiatives fail
to meet their objectives
As part of the implementation of its
business strategies and to maintain market
competitiveness, Prudential undertakes
large scale transformation across the
Group. Many of these change initiatives,
which currently focus on digitalisation,
outsourcing initiatives and industry and
regulatory-driven change, are complex,
interconnected and/or of large scale.
There may be adverse financial and
non-financial (including operational,
regulatory, conduct and reputational)
implications for the Group if these initiatives
are subject to implementation delays,
or fail, in whole or in part, to meet their
objectives. Additionally, these initiatives
inherently give rise to design and execution
risks, and may increase existing business
risks, such as placing additional strain on
the operational capacity, or weakening the
control environment, of the Group.
Implementing further initiatives related
to significant regulatory changes, such as
IFRS 17, and the transition to a legislative
framework in Hong Kong for the group-
wide supervision of insurance groups
(GWS Framework), may amplify these
risks. Risks related to the GWS Framework
are explained in the ‘Regulatory risks’
risk factor.
Adverse experience in the
operational risks inherent in
Prudential’s business, and those
of its material outsourcing partners,
could disrupt its business functions
and have a negative impact on its
results of operations
Operational risks are present in all of
Prudential’s businesses, including the risk
of direct or indirect loss resulting from
inadequate or failed internal and external
processes, systems or human error, fraud,
the effects of natural or man-made
catastrophic events (such as natural
disasters, pandemics, cyber-attacks, acts
of terrorism, civil unrest and other
catastrophes) or from other external
events. These risks may also adversely
impact Prudential through its partners
which provide bancassurance,
outsourcing, external technology, data
hosting and other services.
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Exposure to such events could impact
Prudential’s operational resilience and
ability to perform necessary business
functions by disrupting its systems,
operations, new business sales and
renewals, distribution channels and
services to customers, or result in the
loss of confidential or proprietary data.
Such events, as well as any weaknesses
in administration systems (such as those
relating to policyholder records) or
actuarial reserving processes, may also
result in increased expenses, as well as
legal and regulatory sanctions, decreased
profitability, financial loss, customer
conduct risk impacts and damage
Prudential’s reputation and relationship
with its customers and business partners.
The recent social unrest and coronavirus
outbreak, and measures to contain it, have
slowed economic and social activity in
Hong Kong and mainland China, and in the
case of the coronavirus is having a broader
global economic impact. While these
conditions persist, the level of sales activity
in affected markets are expected to be
adversely impacted through a reduction in
travel and agency and bancassurance
activity. Extended travel restrictions in
particular may also adversely impact
product persistency in the Group’s
Hong Kong business. Disruption to
Prudential’s operations may also result
where Prudential’s employees, or those of
its service partners, are affected by travel
restrictions; office closures and other
measures impacting on working practices,
such as the imposition of remote working
arrangements; quarantine requirements
under local laws and/or other psychosocial
impacts.
Prudential’s business is dependent on
processing a large number of transactions
for numerous and diverse products. It also
employs a large number of complex and
interconnected information technology
(IT) and finance systems and models,
and user developed applications in its
processes. The long-term nature of much
of the Group’s business also means that
accurate records have to be maintained
securely for significant time periods.
Further, Prudential operates in an
extensive and evolving legal and regulatory
environment (including in relation to tax)
which adds to the complexity of the
governance and operation of its business
processes and controls.
The performance of the Group’s core
business activities and the uninterrupted
availability of services to customers rely
significantly on, and require significant
investment in, IT infrastructure and
security, system development, data
governance and management, compliance
and other operational systems, personnel,
controls and processes. During times of
significant change, the resilience and
operational effectiveness of these systems
and processes at Prudential and/or its third
party providers may be adversely
impacted. In particular Prudential and its
business partners are making increasing
use of emerging technological tools and
digital services, or forming strategic
partnerships with third parties to provide
these capabilities. Automated distribution
channels to customers increase the
criticality of providing uninterrupted
services. A failure to implement
appropriate governance and management
of the incremental operational risks from
emerging technologies may adversely
impact on Prudential’s reputation and
brand, the results of its operations, its
ability to attract and retain customers, its
ability to deliver on its long-term strategy
and therefore its competitiveness and long-
term financial success.
Although Prudential’s IT, compliance and
other operational systems, models and
processes incorporate governance and
controls designed to manage and mitigate
the operational and model risks associated
with its activities, there can be no
assurance as to the resilience of these
systems and processes to disruption or that
governance and controls will always be
effective. Due to human error, among
other reasons, operational and model risk
incidents do occur from time to time and
no system or process can entirely prevent
them, although Prudential has not, to date,
identified any such incidents that have had
a material impact. Prudential’s legacy and
other IT systems, data and processes, as
with operational systems and processes
generally, may also be susceptible to failure
or security/data breaches.
In addition, Prudential relies on the
performance and operations of a number
of bancassurance, outsourcing (including
external technology and data hosting), and
service partners. These include back office
support functions, such as those relating
to IT infrastructure, development and
support, and customer facing operations
and services, such as product distribution
and services (including through digital
channels) and investment operations.
This creates reliance upon the resilient
operational performance of these partners,
and failure to adequately oversee the
partner, or the failure of a partner (or of its
IT and operational systems and processes)
could result in significant disruption to
business operations and customers and
may have adverse financial, reputational
or conduct risk implications.
Attempts to access or disrupt
Prudential’s IT systems, and loss
or misuse of personal data,
could result in loss of trust from
Prudential’s customers and
employees, reputational damage
and financial loss
Prudential and its business partners are
increasingly exposed to the risk that
individuals or groups may attempt to
disrupt the availability, confidentiality and
integrity of its IT systems, which could
result in disruption to key operations,
make it difficult to recover critical services,
damage assets and compromise the
integrity and security of data (both
corporate and customer). This could result
in loss of trust from Prudential’s customers
and employees, reputational damage and
direct or indirect financial loss. The
cyber-security threat continues to evolve
globally in sophistication and potential
significance. Prudential’s increasing profile
in its current markets and those in which
it is entering, growing customer interest in
interacting with their insurance providers
and asset managers through the internet
and social media, improved brand
awareness and the 2016 designation
of Prudential as a Global Systemically
Important Insurer (G-SII) could also
increase the likelihood of Prudential being
considered a target by cyber criminals.
Further, there have been changes to the
threat landscape and the risk from
untargeted but sophisticated and
automated attacks has increased.
There is an increasing requirement and
expectation on Prudential and its business
partners, to not only hold customer,
shareholder and employee data securely,
but use it in a transparent and appropriate
way. The risk of not securely handling or
misusing data may be increased by the
use of emerging technological tools which
could increase the volume of data that
Prudential collects and processes.
Developments in data protection
worldwide (such as the implementation of
EU General Data Protection Regulation that
came into force in 2018 and the California
Consumer Protection Act that came into
force on 1 January 2020) may also increase
the financial and reputational implications
for Prudential following a significant breach
of its (or its third-party suppliers’) IT
systems. New and currently unforeseeable
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regulatory issues may also arise from the
increased use of emerging technology,
data and digital services. Although
Prudential has experienced or has been
affected by cyber and data breaches,
to date, it has not identified a failure or
breach, or an incident of data misuse in
relation to its legacy and other IT systems
and processes which has had a material
impact. However, Prudential has been,
and likely will continue to be, subject to
potential damage from computer viruses,
unauthorised access and cyber-security
attacks such as ‘denial of service’ attacks
(which, for example, can cause temporary
disruption to websites and IT networks),
phishing and disruptive software
campaigns.
Prudential is continually enhancing its IT
environment to remain secure against
emerging threats, together with increasing
its ability to detect system compromise and
recover should such an incident occur.
However, there can be no assurance that
such events will not take place which may
have material adverse consequential
effects on Prudential’s business
and financial position.
Prudential operates in a number
of markets through joint ventures
and other arrangements with third
parties, involving certain risks that
Prudential does not face with respect
to its consolidated subsidiaries
Prudential operates, and in certain markets
is required by local regulation to operate,
through joint ventures and other similar
arrangements. For such Group operations,
management control is exercised in
conjunction with other participants.
The level of control exercisable by the
Group depends on the terms of the
contractual agreements, in particular,
those terms providing for the allocation of
control among, and continued cooperation
between, the participants. In addition,
the level of control exercisable by the
Group could be subject to changes in the
maximum level of non-domestic ownership
imposed on foreign companies in certain
jurisdictions. Prudential may face financial,
reputational and other exposure (including
regulatory censure) in the event that any
of its partners fails or is unable to meet
its obligations under the arrangements,
encounters financial difficulty, or fails
to comply with local or international
regulation and standards such as those
pertaining to the prevention of financial
crime. In addition, a significant proportion
of the Group’s product distribution is
carried out through arrangements with
third parties not controlled by Prudential
such as bancassurance and agency
arrangements and is therefore dependent
upon continuation of these relationships.
A temporary or permanent disruption to
these distribution arrangements, such as
through significant deterioration in the
reputation, financial position or other
circumstances of the third party or material
failure in controls (such as those pertaining
to the third-party system failure or the
prevention of financial crime) could
adversely affect Prudential’s results of
operations.
Adverse experience relative to
the assumptions used in pricing
products and reporting business
results could significantly affect
Prudential’s results of operations
In common with other life insurers, the
profitability of the Group’s businesses
depends on a mix of factors including
mortality and morbidity levels and trends,
policy surrenders and take-up rates on
guarantee features of products, investment
performance and impairments, unit cost
of administration and new business
acquisition expenses. The Group’s
businesses are subject to inflation risk.
In particular, the Group’s medical insurance
businesses in Asia are also exposed to
medical inflation risk.
Prudential needs to make assumptions
about a number of factors in determining
the pricing of its products, for setting
reserves, and for reporting its capital levels
and the results of its long-term business
operations. Assumptions about future
expected levels of mortality are of
relevance to the Guaranteed Minimum
Withdrawal Benefit (GMWB) of Jackson’s
variable annuity business.
A further factor is the assumption that
Prudential makes about future expected
levels of the rates of early termination
of products by its customers (known as
persistency). This is relevant to a number
of lines of business in the Group, especially
for Jackson’s portfolio of variable annuities
and, in Asia markets, the health and
protection products in Hong Kong,
Singapore, Indonesia and Malaysia.
Prudential’s persistency assumptions
reflect a combination of recent past
experience for each relevant line of
business and expert judgement, especially
where a lack of relevant and credible
experience data exists. Any expected
change in future persistency is also
reflected in the assumption. If actual levels
of future persistency are significantly
different than assumed, the Group’s results
of operations could be adversely affected.
Furthermore, Jackson’s variable annuity
products are sensitive to other types of
policyholder behaviour, such as the
take-up of its GMWB product features.
In addition, Prudential’s business may be
adversely affected by epidemics,
pandemics and other effects that give rise
to a large number of deaths or additional
sickness claims, as well as increases to the
cost of medical claims. Pandemics,
significant influenza and other epidemics
and outbreaks such as the recent
coronavirus have occurred a number of
times historically but the likelihood, timing,
or the severity of future events cannot be
predicted. The effectiveness of external
parties, including governmental and
non-governmental organisations, in
combating the spread and severity of any
epidemics could have a material impact on
the Group’s loss experience.
Prudential’s businesses are
conducted in highly competitive
environments with developing
demographic trends and continued
profitability depends upon
management’s ability to respond
to these pressures and trends
The markets for financial services in the
US and Asia are highly competitive,
with several factors affecting Prudential’s
ability to sell its products and continued
profitability, including price and yields
offered, financial strength and ratings,
range of product lines and product quality,
brand strength and name recognition,
investment management performance and
fund management trends, historical bonus
levels, the ability to respond to developing
demographic trends, customer appetite for
certain savings products and technological
advances. In some of its markets,
Prudential faces competitors that are larger,
have greater financial resources or a
greater market share, offer a broader range
of products or have higher bonus rates.
Further, heightened competition for
talented and skilled employees and agents
with local experience, particularly in Asia,
may limit Prudential’s potential to grow
its business as quickly as planned.
Technological advances may result in
increased competition to the Group
(including from outside the insurance
industry) and a failure to be able to attract
sufficient numbers of skilled staff.
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In Asia, the Group’s principal competitors
include global life insurers together with
regional insurers and multinational asset
managers. In most markets, there are also
local companies that have a material
market presence. Jackson’s competitors
in the US include major stock and mutual
insurance companies, mutual fund
organisations, banks and other financial
services companies.
Prudential believes that competition will
intensify across all regions in response
to consumer demand, digital and other
technological advances, the need for
economies of scale and the consequential
impact of consolidation, regulatory actions
and other factors. Prudential’s ability to
generate an appropriate return depends
significantly upon its capacity to anticipate
and respond appropriately to these
competitive pressures.
Prudential is exposed to ongoing
risks as a result of the demerger
of M&G plc
On 21 October 2019, Prudential
completed the demerger of M&G plc and,
in connection with the demerger,
Prudential entered into a demerger
agreement with M&G plc. Among other
provisions, the demerger agreement
contains a customary indemnity under
which Prudential has agreed to indemnify
M&G plc against liabilities incurred by the
M&G group that relate to the business of
the Group. Although it is not anticipated
that Prudential will be required to pay
any substantial amount pursuant to such
indemnity obligations, if any amount
payable thereunder is substantial this
could have a material adverse effect on
Prudential’s financial condition and/or
results of operations.
Legal and regulatory risk
Prudential conducts its businesses
subject to regulation and associated
regulatory risks, including a
change to the basis in the regulatory
supervision of the Group,
the effects of changes in the laws,
regulations, policies and
interpretations and any accounting
standards in the markets in which
it operates
Changes in government policy and
legislation (including in relation to tax),
capital control measures on companies
and individuals, regulation or regulatory
interpretation applying to companies in the
financial services and insurance industries
in any of the markets in which Prudential
operates (including those related to the
conduct of business by Prudential or its
third party distributors), or decisions taken
by regulators in connection with their
supervision of members of the Group,
which in some circumstances may be
applied retrospectively, may adversely
affect Prudential. The impact from any
regulatory changes may affect Prudential,
for example changes may be required
to its product range, distribution
channels, handling and usage of data,
competitiveness, profitability, capital
requirements, risk management
approaches, corporate or governance
structure and, consequently, reported
results and financing requirements.
Also, regulators in jurisdictions in which
Prudential operates may impose
requirements affecting the allocation of
capital and liquidity between different
business units in the Group, whether on
a geographic, legal entity, product line or
other basis. Regulators may also change
the level of capital required to be held by
individual businesses, the regulation of
selling practices, solvency requirements
and could introduce changes that impact
products sold or that may be sold.
Furthermore, as a result of interventions
by governments in light of financial and
global economic conditions, there may
continue to be changes in government
regulation and supervision of the financial
services industry, including the possibility
of higher capital requirements, restrictions
on certain types of transactions and
enhancement of supervisory powers.
With effect from 21 October 2019, the
group-wide supervisor of Prudential plc
changed to the Hong Kong Insurance
Authority (HKIA). Prior to the introduction
of the proposed GWS Framework, the
Group is being supervised on an interim
basis in line with principles agreed with
the HKIA. Until the GWS Framework is
finalised the Group cannot be certain of the
nature and extent of differences between
the interim principles agreed with the HKIA
and the specific regulatory requirements of
the GWS Framework. With the agreement
of the HKIA, Prudential is applying the
Local Capital Summation Method (LCSM)
to determine Group regulatory capital
requirements. Any differences between
these interim supervisory requirements
and those that will be adopted under the
GWS Framework may lead to changes
to the way in which capital requirements
are calculated and to the eligibility of the
capital instruments issued by Prudential
to satisfy such capital requirements. The
Group’s existing processes and resources
may also need to change to comply with
the final GWS Framework legislation or any
other requirements of the HKIA. The need
to adapt to any such changes or to respond
to any such requirements may lead to
increased costs or otherwise impact the
business, financial condition, results,
profitability and/or prospects of the Group.
While the HKIA has agreed that the
subordinated debt instruments Prudential
has in issue can be included as part of the
Group’s capital resources for the purposes
of satisfying the capital requirements
imposed under the LCSM under the
interim principles agreed with the HKIA,
the grandfathering provisions under
the GWS Framework remain subject to
the Hong Kong legislative process.
If Prudential is ultimately not able to include
the subordinated debt instruments it holds
as part of the Group’s capital resources
for the purposes of satisfying the capital
requirements imposed under the GWS
Framework it may need to raise additional
capital, which may in turn lead to increased
costs for the Group.
Currently there are also a number of other
global regulatory developments which
could impact Prudential’s businesses
in its many jurisdictions. These include
the Dodd-Frank Wall Street Reform and
Consumer Protection Act (Dodd-Frank
Act) and its subsequent amendments
in the US which provided for a
comprehensive overhaul of the financial
services industry within the US including
reforms to financial services entities,
products and markets, the work of the
Financial Stability Board (FSB) in the area
of systemic risk including the reassessment
of the designation of Global Systemically
Important Insurers (G-SIIs), and the
Insurance Capital Standard (ICS) being
developed by the International Association
of Insurance Supervisors (IAIS). In addition,
regulators in a number of jurisdictions
in which the Group operates are further
developing their local capital regimes.
Across Asia this includes China,
Hong Kong, Singapore, Thailand and India.
There remains a high degree of uncertainty
over the potential impact of such changes
on the Group.
In November 2019 the FSB has endorsed
a new Holistic Framework (HF), intended
for the assessment and mitigation of
systemic risk in the insurance sector,
for implementation by the IAIS in 2020
and has suspended G-SII designations until
completion of a review to be undertaken
in 2022. Many of the previous G-SII
measures have already been adopted into
the Insurance Core Principles (ICPs) and
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ComFrame – the common framework for
the supervision of Internationally Active
Insurance Groups (IAIGs). Prudential is
expected to satisfy the criteria to be an
IAIG and would therefore be subject to
these measures. The HF also includes a
monitoring element for the identification
of a build-up of systemic risk and to
enable supervisors to take action where
appropriate. The IAIS has already
consulted on an application paper on
the liquidity risk elements introduced into
the ICPs and ComFrame with a further
consultation focused on macroeconomic
elements expected to follow in 2021.
The IAIS continues to develop the ICS as
part of ComFrame. The implementation
of ICS will be conducted in two phases –
a five-year monitoring phase followed by
an implementation phase. ComFrame will
more generally establish a set of common
principles and standards designed to assist
supervisors in addressing risks that arise
from insurance groups with operations
in multiple jurisdictions. The ComFrame
proposals, including ICS, could result in
enhanced capital and regulatory measures
for IAIGs.
In July 2014, the FSB announced
widespread reforms to address the
integrity and reliability of inter-bank offer
rates (IBORs). The discontinuation of
IBORs in their current form and their
replacement with alternative risk-free
reference rates such as the Sterling
Overnight Index Average benchmark
(SONIA) in the UK and the Secured
Overnight Financing Rate (SOFR) in the
US could, among other things, impact the
Group through an adverse effect on the
value of Prudential’s assets and liabilities
which are linked to or which reference
IBORs, a reduction in market liquidity
during any period of transition and
increased legal and conduct risks to the
Group arising from changes required to
documentation and its related obligations
to its stakeholders.
Various jurisdictions in which Prudential
operates have created investor
compensation schemes that require
mandatory contributions from market
participants in some instances in the
event of a failure of a market participant.
As a major participant in the majority of
its chosen markets, circumstances could
arise in which Prudential, along with other
companies, may be required to make
such contributions.
The Group’s accounts are prepared in
accordance with current IFRS applicable
to the insurance industry. The International
Accounting Standards Board (IASB)
introduced a framework that it described
as Phase I which, under its standard IFRS 4
permitted insurers to continue to use the
statutory basis of accounting for insurance
assets and liabilities that existed in their
jurisdictions prior to January 2005. In May
2017, the IASB published its replacement
standard on insurance accounting (IFRS 17,
‘Insurance Contracts’), which will have the
effect of introducing fundamental changes
to the statutory reporting of insurance
entities that prepare accounts according
to IFRS from 2021. In June 2019, the IASB
published an exposure draft proposing a
number of targeted amendments to this
new standard including the deferral of
the effective date by one year from 2021
to 2022. As a result of comments on
this exposure draft, the IASB plans to
redeliberate on a number of areas of
IFRS 17, with an amended standard
expected to be issued in mid-2020. The EU
will apply its usual process for assessing
whether the standard meets the necessary
criteria for endorsement. The Group is
reviewing the complex requirements of this
standard and considering its potential
impact. The effect of changes required to
the Group’s accounting policies as a result
of implementing the new standard is
currently uncertain, but these changes
can be expected to, amongst other things,
alter the timing of IFRS profit recognition.
Given the implementation of this standard
is likely to require significant enhancements
to IT, actuarial and finance systems of the
Group, it will also have an impact on the
Group’s expenses.
Any changes or modification of IFRS
accounting policies may require a change
in the way in which future results will
be determined and/or a retrospective
adjustment of reported results to
ensure consistency.
The resolution of several issues
affecting the financial services
industry could have a negative
impact on Prudential’s reported
results or on its relations with
current and potential customers
Prudential is, and in the future may
continue to be, subject to legal and
regulatory actions in the ordinary course
of its business on matters relevant to
the delivery of customer outcomes.
Such actions relate, and could in the
future relate, to the application of current
regulations or the failure to implement new
regulations (including those relating to the
conduct of business), regulatory reviews
of broader industry practices and products
sold (including in relation to lines of
business already closed) in the past under
acceptable industry or market practices
at the time and changes to the tax regime
affecting products. Regulators may also
focus on the approach that product
providers use to select third-party
distributors and to monitor the
appropriateness of sales made by them. In
some cases, product providers can be held
responsible for the deficiencies of
third-party distributors.
In the US, there has been significant
attention on the different regulatory
standards applied to investment advice
delivered to retail customers by different
sectors of the industry. As a result of
reports relating to perceptions of industry
abuses, there have been numerous
regulatory inquiries and proposals for
legislative and regulatory reforms. This
includes focus on the suitability of sales of
certain products, alternative investments
and the widening of the circumstances
under which a person or entity providing
investment advice with respect to certain
employee benefit and pension plans
would be considered a fiduciary subjecting
the person or entity to certain regulatory
requirements. There is a risk that new
regulations introduced may have a material
adverse effect on the sales of the products
by Prudential and increase Prudential’s
exposure to legal risks.
Litigation, disputes and regulatory
investigations may adversely
affect Prudential’s profitability
and financial condition
Prudential is, and may in the future be,
subject to legal actions, disputes and
regulatory investigations in various
contexts, including in the ordinary course
of its insurance, investment management
and other business operations. These legal
actions, disputes and investigations may
relate to aspects of Prudential’s businesses
and operations that are specific to
Prudential, or that are common to
companies that operate in Prudential’s
markets. Legal actions and disputes may
arise under contracts, regulations
(including tax) or from a course of conduct
taken by Prudential, and may be class
actions. Although Prudential believes that
it has adequately provided in all material
respects for the costs of litigation and
regulatory matters, no assurance can
be provided that such provisions are
sufficient. Given the large or indeterminate
amounts of damages sometimes sought,
other sanctions that might be imposed and
the inherent unpredictability of litigation
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as population urbanisation and ageing)
may affect customer lifestyles and
therefore may impact claims against the
Group’s insurance product offerings.
As a provider of insurance and investment
services, Prudential has access to extensive
amounts of customer personal data,
including data related to personal health,
and is therefore exposed to the regulatory
and reputational risks associated with
customer data misuse or security breaches.
These risks are explained in the
‘Information security and loss or misuse
of data’ risk factor. The potential for
reputational risks extends to the Group’s
supply chains, which may be adversely
impacted by factors such as poor labour
standards and abuses of human rights by
third parties. As an employer, the Group is
also exposed to the risk of being unable to
attract, retain and develop highly-skilled
staff, which can be increased where
Prudential does not have responsible
working practices.
A failure to maintain high standards of
corporate governance may adversely
impact the Group and its customers, staff
and employees, through poor decision-
making and a lack of oversight of its key
risks. Poor governance may arise where
key governance committees have
insufficient independence, a lack of
diversity, skills or experience in their
members, or unclear (or insufficient)
oversight responsibilities and mandates.
Inadequate oversight over remuneration
increases the risk of poor senior
management behaviours. Prudential
operates across multiple jurisdictions and
has a group and subsidiary governance
structure which may add further
complexity to these considerations.
Participation in joint ventures or
partnerships where Prudential does not
have direct overall control increases the
potential for reputational risks arising from
poor governance.
and disputes, it is possible that an adverse
outcome could have an adverse effect on
Prudential’s reputation, results of
operations or cash flows.
from customers to institutional investors,
employees, suppliers and regulators, all of
whom have expectations in this area, which
may differ.
Changes in tax legislation may
result in adverse tax consequences
Tax rules, including those relating to the
insurance industry, and their interpretation
may change, possibly with retrospective
effect, in any of the jurisdictions in which
Prudential operates. Significant tax
disputes with tax authorities, and any
change in the tax status of any member
of the Group or in taxation legislation
or its scope or interpretation could affect
Prudential’s financial condition and results
of operations.
Prudential’s Articles of Association
contain an exclusive jurisdiction
provision
Under Prudential’s Articles of Association,
certain legal proceedings may only be
brought in the courts of England and
Wales. This applies to legal proceedings
by a shareholder (in its capacity as such)
against Prudential and/or its directors
and/or its professional service providers.
It also applies to legal proceedings
between Prudential and its directors and/
or Prudential and Prudential’s professional
service providers that arise in connection
with legal proceedings between the
shareholder and such professional
service providers. This provision could
make it difficult for US and other non-UK
shareholders to enforce their
shareholder rights.
Environmental, social
and governance risks
The failure to understand and
respond effectively to the risks
associated with environmental,
social or governance (ESG)
factors could adversely affect
Prudential’s achievement of its
long-term strategy
The business environment in which
Prudential operates is continually
changing. A failure to manage those
material risks associated with the ESG
themes detailed below may adversely
impact on the reputation and brand of
the Group, the results of its operations,
its ability to attract and retain customers
and staff, its ability to deliver on its
long-term strategy and therefore its
long-term financial success. Ensuring high
levels of transparency and responsiveness
to stakeholders is a key aspect of this.
ESG-related issues may also directly or
indirectly impact key stakeholders, ranging
The environmental risks associated with
climate change is one ESG area that poses
significant risks to Prudential and its
customers. These risks include transition
risks and physical risks. The global
transition to a lower carbon economy could
have an adverse impact on investment
valuations as the financial assets of
carbon-intensive companies re-price and
could result in some asset sectors facing
significantly higher costs and a disorderly
adjustment to their asset values. The speed
of this transition will be influenced by
factors such as public policy, technology
and changes in market or investor
sentiment. This may adversely impact the
valuation of investments held by the
Group. The potential broader economic
impact from this may adversely affect
customer demand for the Group’s
products. The physical impacts of climate
change, driven by both specific short-term
climate-related events such as natural
disasters and longer-term changes to the
natural environment, will increasingly
influence the longevity, mortality and
morbidity risk assessments of the
Group’s underwriting product offerings.
Climate-driven changes in countries in
which Prudential, or its key third parties,
operate could impact on its operational
resilience and could change its claims
profile. There is an increasing expectation
from stakeholders for Prudential to
understand, manage and provide
increased transparency of its exposure
to climate-related risks. Given that
Prudential’s investment horizons are long
term, it is potentially more exposed to the
long-term impact of climate change risks.
Additionally, Prudential’s stakeholders
increasingly expect an approach to
responsible investment that demonstrates
how ESG considerations are effectively
integrated into investment and
engagement decisions, and fiduciary
and stewardship duties.
Social risks that could impact Prudential
may arise from a failure to consider the
rights, diversity, well-being, and interests
of people and communities in which the
Group, or its third parties, operates. These
risks are increased as Prudential operates
in multiple jurisdictions with distinct local
cultures and considerations. Emerging
population risks associated with public
health trends (such as an increase in
obesity) and demographic changes (such
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A
Acquisition expenses
Acquisition expenses include the initial
expenses and commissions incurred in
writing new business less deferred costs.
Actual exchange rates (AER)
Actual historical exchange rates for the
specific accounting period, being the
average rates over the period for the income
statement and the closing rates at the
balance sheet date for the balance sheet.
Administration expenses
Administration expenses are expenses and
renewal commissions incurred in managing
existing business.
Alternative performance
measures (APMs)
Alternative performance measures (APMs)
are non-GAAP measures used by the
Prudential Group within its annual reports
to supplement disclosures prepared in
accordance with widely accepted guideline
and principles established by accounting
standard setters, such as International
Financial Reporting Standards (IFRS).
These measures provide useful
information to enhance the understanding
of the Group’s financial performance.
A reconciliation of these APMs to IFRS
metrics is provided in additional financial
information section of the annual report.
Annual premium equivalent (APE)
A measure of new business sales activity
that is calculated as the aggregate of
annualised regular premiums from new
business plus one-tenth of single premiums
on new business written during the period.
Asset-backed security (ABS)
A security whose value and income
payments are derived from and
collateralised (or ‘backed’) by a specified
pool of underlying assets. The pool of
assets is typically a group of small
and illiquid assets that are unable to be
sold individually.
Assets under management (AUM)
Assets under management represent all
assets managed or administered by or on
behalf of the Group, including those assets
managed by third parties. Assets under
management include managed assets that
are included within the Group’s statement
of financial position and those assets
belonging to external clients outside the
Prudential Group, which are therefore not
included in the Group’s statement of
financial position. These are also referred
to as ‘funds under management (FUM)’.
Core structural borrowings
Borrowings which Prudential considers
to form part of its core capital structure
and exclude operational borrowings.
Credit risk
The risk of loss if another party fails to meet
its obligations, or fails to do so in a timely
fashion.
Currency risk
The risk that asset or liability values,
cash flows, income or expenses will be
affected by changes in exchange rates.
Also referred to as foreign exchange risk.
D
Deferred acquisition costs (DAC)
Acquisition costs are expenses of an insurer
which are incurred in connection with the
acquisition of new insurance contracts or
the renewal of existing insurance policies.
They include commissions and other
variable sales inducements and the direct
costs of issuing the policy, such as
underwriting and other policy issue
expenses. Typically, under IFRS, an
element of acquisition costs are deferred
ie not expensed in the year incurred, and
instead amortised in the income statement
in line with the emergence of surpluses on
the related contracts.
Deferred annuities
Annuities or pensions due to be paid from
a future date or when the policyholder
reaches a specified age.
Discretionary participation
features (DPF)
A contractual right to receive, as a
supplement to guaranteed benefits,
additional benefits:
— That are likely to be a significant portion
of the total contractual benefits;
— Whose amount or timing is
contractually at the discretion of the
issuer; and
— That are contractually based on asset,
fund, company or other entity
performance.
Dividend cover
Dividend cover is calculated as operating
profit after tax on an IFRS basis, divided by
the current year interim dividend plus the
proposed final dividend.
Available for sale (AFS)
Securities that have been acquired neither
for short-term sale nor to be held to
maturity. AFS securities are measured at
fair value on the statement of financial
position with unrealised gains and losses
being booked in Other Comprehensive
Income instead of the income statement.
B
Bancassurance
An agreement with a bank to offer
insurance and investment products
to the bank’s customers.
Bonuses
Bonuses refer to the non-guaranteed
benefit added to participating life insurance
policies and are the way in which
policyholders receive their share of the
profits of the policies. These include
regular bonus and final bonus and the rates
may vary from period to period.
C
Cash remittances
Amounts paid by our business units to
the Group comprising dividends and other
transfers net of capital injections, which
are reflective of emerging earnings and
capital generation.
Cash surrender value
The amount of cash available to a
policy holder on the surrender of or
withdrawal from a life insurance policy
or annuity contract.
Closed-book life insurance business
A ‘closed book’ is essentially a group of
insurance policies that are no longer sold,
but are still featured on the books of a life
insurer as a premium-paying policy. The
insurance company has “closed the books”
on new sales of these products which will
remain in run-off until the policies expire
and all claims are settled.
Collective investment schemes (CIS)
CIS is an open-ended investment fund
of pooled assets in which an investor can
buy and sell units that are issued in the form
of shares.
Constant exchange rates (CER)
Prudential plc reports its results at both
actual exchange rates (AER) to reflect
actual results and also constant exchange
rates (CER) to eliminate the impact from
exchange translation. CER results are
calculated by translating prior year results
using current period foreign currency
exchange rates ie current period average
rates for the income statements and current
period closing rate for the balance sheet.
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E
Endowment product
An ordinary individual life insurance
product that provides the insured party
with various guaranteed benefits if it
survives specific maturity dates or periods
stated in the policy. Upon the death of the
insured party within the coverage period,
a designated beneficiary receives the face
value of the policy.
European Embedded Value (EEV)
Financial results that are prepared on
a supplementary basis to the Group’s
consolidated IFRS results and which are
prepared in accordance with a set of
Principles issued by the CFO Forum of
European Insurance Companies in 2016.
Embedded value is a way of measuring the
current value to shareholders of the future
profits from life business written based on
a set of assumptions.
F
Fixed annuities (FA)
Fixed annuity contracts written in the US
which allow for tax-deferred accumulation
of funds, are used for asset accumulation
in retirement planning and for providing
income in retirement and offer flexible
pay-out options. The contract holder pays
the insurer a premium, which is credited to
the contract holders’ account. Periodically,
interest is credited to the contract holders’
account and administrative charges are
deducted, as appropriate.
Fixed indexed annuities (FIA)
These are similar to fixed annuities in that
the contract holder pays the insurer a
premium, which is credited to the contract
holders’ account and, periodically, interest
is credited to the contract holders’ account
and administrative charges are deducted,
as appropriate. An annual minimum
interest rate may be guaranteed, although
actual interest credited may be higher and
is linked to an equity index over its indexed
option period.
Funds under management (FUM)
See ‘assets under management (AUM)’
above.
G
Group free surplus
Group free surplus at the end of the period
comprises free surplus for the insurance
businesses, representing the excess of
the net worth over the required capital
included in the EEV results and IFRS net
assets for the asset management and other
businesses, excluding goodwill. The free
surplus generated during the period
comprises the movement in this balance
excluding foreign exchange, capital and
other reserve movements. Specifically,
it includes amounts maturing from the
in-force operations during the period
less the investment in new business,
the effect of market movements and
other one-off items.
Group pay-out annuities
These are a closed block of defined benefit
annuity plans assumed from John Hancock
USA and John Hancock New York in
October 2018, in which a single premium
payment from an employer (contract
holder) funds the pension benefits for
its employees (participants).
Group-wide Supervision (GWS)
Framework
Regulatory framework which is currently
under development by the Hong Kong
Insurance Authority for the industry and
is expected to be finalised in the second
half of 2020.
Guaranteed annuities
Policies that pay out a fixed amount
of benefit for a defined period.
Guaranteed investment contracts
(GICs) (US)
Investment contracts between an
insurance company and an institutional
investor, which provide a stated rate of
return on deposits over a specified period
of time. They typically provide for partial or
total withdrawals at book value if needed
for certain liquidity needs of the plan.
Guaranteed minimum accumulation
benefit (GMAB) (US)
A guarantee that ensures that the contract
value of a variable annuity contract will be
at least equal to a certain minimum amount
after a specified number of years.
Guaranteed minimum death benefit
(GMDB) (US)
The basic death benefit offered under
variable annuity contracts, which specifies
that if the owner dies before annuity
income payments begin, the beneficiary
will receive a payment equal to the greater
of the contract value or purchase payments
less withdrawals.
Guaranteed minimum income
benefit (GMIB) (US)
A guarantee that ensures, under certain
conditions, that the owner may annuitise
the variable annuity contract based on
the greater of (a) the actual account value
or (b) a pay-out base equal to premiums
credited with some interest rate, or the
maximum anniversary value of the account
prior to annuitisation.
Guaranteed minimum withdrawal
benefit (GMWB) (US)
A guarantee in a variable annuity that
promises that the owner may make annual
withdrawals of a defined amount for the life
of the owner or until the total guaranteed
amount is recovered, regardless of market
performance or the actual account balance.
H
Health and protection
These comprise health and personal
accident insurance products, which
provide morbidity or sickness benefits and
include health, disability, critical illness and
accident coverage. Health and protection
products are sold both as standalone
policies and as riders that can be attached
to life insurance products. Health and
protection riders are presented together
with ordinary individual life insurance
products for purposes of disclosure of
financial information.
Hong Kong Insurance Authority
(Hong Kong IA or HKIA)
The HKIA is an insurance regulatory
body responsible for the regulation
and supervision of the Hong Kong
insurance industry.
I
In-force
An insurance policy or contract reflected
on records that has not expired, matured or
otherwise been surrendered or terminated.
Internal vesting
Internal vesting relates to proceeds from
a Prudential policy which the policyholder
has decided to reinvest in a Prudential
annuity product.
International Financial Reporting
Standards (IFRS)
Accounting standards that all publicly
listed groups in the European Union are
required to apply in preparing consolidated
financial statements.
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CONTINUED
Investment grade
Investments rated BBB- or above for S&P
and Baa3 or above for Moody’s. Generally,
they are bonds that are judged by the rating
agency as likely enough to meet payment
obligations that banks are allowed to invest
in them.
Investment-linked products
or contracts
Insurance products where the surrender
value of the policy is linked to the value of
underlying investments (such as collective
investment schemes, internal investment
pools or other property) or fluctuations
in the value of underlying investment or
indices. Investment risk associated with
the product is usually borne by the
policyholder. Insurance coverage,
investment and administration services
are provided for which the charges are
deducted from the investment fund assets.
Benefits payable will depend on the price
of the units prevailing at the time of
surrender, death or the maturity of the
product, subject to surrender charges.
These are also referred to as unit-linked
products or unit-linked contracts.
K
Key performance indicators (KPIs)
These are measures by which the
development, performance or position of
the business can be measured effectively.
The Group Board reviews the KPIs annually
and updates them where appropriate.
L
Liquidity coverage ratio (LCR)
Prudential calculates this as assets and
resources available to us that are readily
convertible to cash to cover corporate
obligations in a prescribed stress scenario.
We calculate this ratio over a range of time
horizons extending to twelve months.
Liquidity premium
This comprises the premium that is
required to compensate for the lower
liquidity of corporate bonds relative to
swaps and the mark to market risk premium
that is required to compensate for the
potential volatility in corporate bond
spreads (and hence market values) at the
time of sale.
Local Capital Summation Method
(LCSM)
LCSM is the methodology used for the
calculation of the Group’s regulatory
capital requirements (both minimum and
prescribed levels) together with related
governance requirements.
M
Money Market Fund (MMF)
An MMF is an open-ended mutual fund
that invests in short-term debt securities
such as US treasury bills and commercial
paper. The purpose of an MMF is to
provide investors with a safe place to
invest easily accessible cash-equivalent
assets characterised as a low-risk,
low-return investment.
Mortality rate
Rate of death, varying by such parameters
as age, gender and health, used in pricing
and computing liabilities for future
policyholders of life and annuity products,
which contain mortality risks.
Morbidity rate
Rate of sickness, varying by such
parameters as age, gender and health,
used in pricing and computing liabilities
for future policyholders of health products,
which contain morbidity risks.
N
National Association of Insurance
Commissioners (NAIC)
The NAIC is the US standard setting and
regulatory support organisation created
and governed by the chief insurance
regulators from the 50 states, the District
of Columbia and five US territories.
Net premiums
Life insurance premiums, net of reinsurance
ceded to third-party reinsurers.
Net worth
Net assets for EEV reporting purposes
that reflect the regulatory basis position,
sometimes with adjustments to achieve
consistency with the IFRS treatment of
certain items.
New business margin
The value of new business on an EEV basis
expressed as a percentage of the present
value of new business premiums expected
to be received from the new business.
New business profit
The profits, calculated in accordance with
European Embedded Value Principles,
from business sold in the financial reporting
period under consideration.
Non-participating business
A life insurance policy where the
policyholder is not entitled to a share
of the company’s profits and surplus,
but receives certain guaranteed benefits.
Examples include pure risk policies
(eg fixed annuities, term insurance, critical
illness) and unit-linked insurance contracts.
O
Operational borrowings
Borrowings which arise in the normal
course of the business. From 1 January
2019, these also include all lease liabilities
under IFRS 16.
P
Participating funds
Distinct portfolios where the policyholders
have a contractual right to receive at the
discretion of the insurer additional benefits
based on factors such as the performance
of a pool of assets held within the fund,
as a supplement to any guaranteed
benefits. The insurer may either have
discretion as to the timing of the allocation
of those benefits to participating
policyholders or may have discretion as to
the timing and the amount of the additional
benefits. For Prudential the most significant
participating funds are for business written
in Hong Kong, Malaysia and Singapore.
Participating policies or
participating business
Contracts of insurance where the
policyholders have a contractual right
to receive, at the discretion of the insurer,
additional benefits based on factors
such as investment performance, as a
supplement to any guaranteed benefits.
This is also referred to as with-profits
business.
Persistency
The percentage of policies remaining
in force from period to period.
Present value of new business
premiums (PVNBP)
The present value of new business
premiums is calculated as the aggregate of
single premiums and the present value of
expected future premiums from regular
premium new business, allowing for lapses
and other assumptions made in determining
the EEV new business contribution.
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R
Regular premium product
A life insurance product with regular
periodic premium payments.
Rider
A supplemental plan that can be attached
to a basic insurance policy, with payment
of additional premium.
Risk margin reserve (RMR)
An RMR is included within operating profit
based on longer-term investment returns
and represents a charge for long-term
expected defaults of debt securities,
determined by reference to the credit
quality of the portfolio.
S
Separate account
A separate account is a pool of investments
held by an insurance company not in
or ‘separate’ from its general account.
The returns from the separate account
generally accrue to the policyholder.
A separate account allows an investor to
choose an investment category according
to his individual risk tolerance, and desire
for performance.
Single premiums
Single premium policies of insurance are
those that require only a single lump sum
payment from the policyholder.
Stochastic techniques
Stochastic techniques incorporate results
from repeated simulations using key
financial parameters which are subject
to random variations and are projected
into the future.
Subordinated debt
A fixed interest issue or debt that ranks
below other debt in order of priority for
repayment if the issuer is liquidated.
Holders are compensated for the added
risk through higher rates of interest. Under
EU insurance regulation, subordinated
debt is not treated as a liability and counts
towards the coverage of the required
minimum margin of solvency, with
limitations.
Surrender
The termination of a life insurance policy
or annuity contract at the request of the
policyholder after which the policyholder
receives the cash surrender value, if any,
of the contract.
Surrender charge or surrender fee
The fee charged to a policyholder when
a life insurance policy or annuity contract
is surrendered for its cash surrender
value prior to the end of the surrender
charge period.
T
Takaful
Insurance that is compliant with Islamic
principles.
Term life contracts
These contracts provide protection for a
defined period and a benefit that is payable
to a designated beneficiary upon death
of the insured.
Time value of options and
guarantees (TVOG)
The value of financial options and
guarantees comprises two parts, the
intrinsic value and the time value. The
intrinsic value is given by a deterministic
valuation on best estimate assumptions.
The time value is the additional value
arising from the variability of economic
outcomes in the future.
Total shareholder return (TSR)
TSR represents the growth in the value
of a share plus the value of dividends paid,
assuming that the dividends are reinvested
in the Company’s shares on the
ex-dividend date.
U
Unallocated surplus
Unallocated surplus is recorded wholly
as a liability and represents the excess
of assets over policyholder liabilities
for Prudential’s with-profits funds.
The balance retained in the unallocated
surplus represents cumulative income
arising on the with-profits business that
has not been allocated to policyholders
or shareholders.
Unit-linked products
or unit-linked contracts
See ‘investment-linked products
or contracts’ above.
Universal life
An insurance product where the customer
pays flexible premiums, subject to specified
limits, which are accumulated in an account
and are credited with interest (at a rate
either set by the insurer or reflecting
returns on a pool of matching assets).
The customer may vary the death benefit
and the contract may permit the customer
to withdraw the account balance, typically
subject to a surrender charge.
V
Variable annuity (VA) (US)
An annuity whose value is determined by
the performance of underlying investment
options that frequently includes securities.
A variable annuity’s value is not guaranteed
and will fluctuate, depending on the value
of its underlying investments. The holder
of a variable annuity assumes the
investment risk and the funds backing a
variable annuity are held in the insurance
companies separate account.
Value of in-force business (VIF)
The present value of future shareholder
cash flows projected to emerge from the
assets backing liabilities of the in-force
covered business.
W
Whole life contracts
A type of life insurance policy that provides
lifetime protection; premiums must usually
be paid for life. The sum assured is paid out
whenever death occurs. Commonly used
for estate planning purposes.
With-profits funds
See ‘participating funds’ above.
With-profits contracts
For Prudential, the most significant
with-profits contracts are written in
Hong Kong, Malaysia and Singapore.
See ‘participating policies or participating
business’ above.
Y
Yield
A measure of the rate of return received
from an investment in percentage terms
by comparing annual income (and any
change in capital) to the price paid for
the investment.
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Communication with shareholders
The Group maintains a corporate website
containing a wide range of information
relevant for private and institutional
investors, including the Group’s financial
calendar: www.prudentialplc.com
Shareholder Meetings
The 2020 Annual General Meeting (AGM)
will be held in the Churchill Auditorium at
the QEII Centre, Broad Sanctuary,
Westminster, London SW1P 3EE on
14 May 2020 at 11.00am.
Prudential will continue its practice of
calling a poll on all resolutions and the
voting results, including all proxies lodged
prior to the meeting, will be displayed at
the meeting and subsequently published
on the Company’s website.
Details of the 2019 AGM and of the
General Meeting held in October 2019,
including the major items discussed at
those meetings and the results of the
voting, can be found on the Company’s
website.
In accordance with relevant legislation,
shareholders holding 5 per cent or more
of the fully paid up issued share capital
are able to require the Directors to hold
a general meeting. Written shareholder
requests should be addressed to the
Group Company Secretary at the
registered office.
Documents on display
The terms and conditions of all Directors’
appointments are available for inspection
at the Company’s registered office during
normal business hours and at the AGM.
Company constitution
Prudential is governed by the Companies
Act 2006, other applicable legislation and
regulations, and provisions in its Articles
of Association (Articles). Any change to
the Articles must be approved by special
resolution of the shareholders. There
were no changes to the constitutional
documents during 2019. The current
Memorandum and Articles are available
on the Company’s website.
Share capital
Issued share capital
The issued share capital as at 31 December
2019 consisted of 2,601,159,949 (2018:
2,593,044,409) ordinary shares of 5 pence
each, all fully paid up and listed on the
London Stock Exchange and the Hong
Kong Stock Exchange. As at 31 December
2019, there were 46,847 (2018: 47,260)
accounts on the register. Further
information can be found in note C10
on page 290.
Prudential also maintains secondary
listings on the New York Stock Exchange
(in the form of American Depositary
Receipts which are referenced to ordinary
shares on the main UK register) and the
Singapore Stock Exchange.
Prudential has maintained a sufficiency
of public float throughout the reporting
period as required by the Hong Kong
Listing Rules.
Analysis of shareholder accounts as at 31 December 2019
Size of shareholding
1,000,001 upwards
500,001–1,000,000
100,001–500,000
10,001–100,000
5,001–10,000
1,001–5,000
1–1,000
Total
Number of
shareholder
accounts
% of total
number of
shareholder
accounts
Number of
shares
% of total
number of
shares
305
149
532
1,453
1,554
10,162
32,692
46,847
0.65
0.32
1.14
3.10
3.32
21.69
69.78
2,284,969,122
106,232,809
124,456,844
43,978,798
10,778,080
22,114,945
8,629,351
100
2,601,159,949
87.84
4.08
4.79
1.70
0.41
0.85
0.33
100
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Major shareholders
The table below shows the holdings of
major shareholders in the Company’s issued
ordinary share capital, as at 31 December
2019, as notified and disclosed to the
Company in accordance with the Disclosure
Guidance and Transparency Rules.
As at 31 December 2019
BlackRock, Inc
Capital Group Companies,
Inc.
Norges Bank
% of total
voting rights
5.08
4.9336
3.99
On 11 February 2020, Norges Bank
notified that its holding had decreased to
2.998 per cent of the Company’s issued
share capital.
Rights and obligations
The rights and obligations attaching to the
Company’s shares are set out in full in the
Articles. There are currently no voting
restrictions on the ordinary shares, all of
which are fully paid, and each share carries
one vote on a poll. If votes are cast on a
show of hands, each shareholder present
in person or by proxy, or in the case of a
corporation, each of its duly authorised
corporate representatives, has one vote
except that if a proxy is appointed by more
than one member, the proxy has one vote
for and one vote against if instructed by
one or more members to vote for the
resolution and by one or more members
to vote against the resolution.
Where, under an employee share scheme,
participants are the beneficial owners of the
shares but not the registered owners, the
voting rights are normally exercisable by
the trustee on behalf of the registered
owner in accordance with the relevant plan
rules. The Trustees would not usually vote
any unallocated shares held in trust but
they may do so at their discretion provided
Dividend information
2019 second interim dividend
Ex-dividend date
Record date
Payment date
it would be considered to be in the best
interests of the beneficiaries of the trust and
permitted under the relevant trust deed.
As at 10 March 2020, Trustees held
0.30 per cent of the issued share capital
under the various plans in operation.
Rights to dividends under the various
schemes are set out in the Directors’
remuneration report on pages 136 to 195.
Restrictions on transfer
In accordance with English company law,
shares may be transferred by an instrument
of transfer or through an electronic system
(currently CREST) and any transfer is not
restricted except that the Directors may, in
certain circumstances, refuse to register
transfers of shares but only if such refusal
does not prevent dealings in the shares
from taking place on an open and proper
basis. If the Directors make use of that
power, they must send the transferee
notice of the refusal within two months.
Certain restrictions may be imposed from
time to time by applicable laws and
regulations (for example, insider trading
laws) and pursuant to the Listing Rules of
both the Financial Conduct Authority and
the Hong Kong Stock Exchange, as well as
under the rules of some of the Group’s
employee share plans.
All Directors are required to hold a
minimum number of shares under
guidelines approved by the Board,
which they would also be expected to
retain as described in the Directors’
remuneration report.
Authority to issue shares
The Directors require authority from
shareholders in relation to the issue of
shares. Whenever shares are issued, these
must be offered to existing shareholders
pro rata to their holdings unless the
Directors have been given authority by
shareholders to issue shares without
offering them first to existing shareholders.
Prudential seeks authority from its
shareholders on an annual basis to issue
shares up to a maximum amount, of which
a defined number may be issued without
pre-emption. Disapplication of statutory
pre-emption procedures is also sought for
rights issues. The existing authorities to
issue shares, and to do so without
observing pre-emption rights, are due to
expire at the end of this year’s AGM.
Relevant resolutions to authorise share
capital issuances will be put to
shareholders at the AGM on 14 May 2020.
Details of shares issued during 2019 and
2018 are given in note C10 on page 290.
In accordance with the terms of a waiver
granted by the Hong Kong Stock
Exchange, Prudential confirms that it
complies with the applicable law and
regulation in the UK in relation to the
holding of shares in treasury and with the
conditions of the waiver in connection with
the purchase of own shares and any
treasury shares it may hold.
Authority to purchase own shares
The Directors also require authority from
shareholders in relation to the purchase
of the Company’s own shares. Prudential
seeks authority by special resolution on
an annual basis for the buy-back of its own
shares in accordance with the relevant
provisions of the Companies Act 2006 and
other related guidance. This authority has
not been used since it was last granted at
the AGM in 2019. This existing authority is
due to expire at the end of this year’s AGM
and a special resolution to renew the
authority will be put to shareholders at the
AGM on 14 May 2020.
Shareholders
registered on
the UK register
and Hong Kong
branch register
26 March 2020
Holders of US
American
Depositary
Receipts
Shareholders with
ordinary shares
standing to the
credit of their CDP
securities accounts
–
26 March 2020
27 March 2020
27 March 2020
27 March 2020
15 May 2020
15 May 2020
On or about
22 May 2020
A number of dividend waivers are in place in respect of shares issued but not allocated under the Group’s employee share plans.
These shares are held by the Trustees and will, in due course, be used to satisfy requirements under the Group’s employee share plans.
The dividends waived represent less than one per cent of the value of dividends paid during the year.
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Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationSHAREHOLDER INFORMATION
CONTINUED
Shareholder enquiries
For enquiries about shareholdings, including dividends and lost share certificates, please contact the Company’s registrars:
By post
By telephone
Register
UK register
Hong Kong register
Singapore register
ADRs
Equiniti Limited, Aspect House, Spencer Road,
Lancing, West Sussex BN99 6DA, UK.
Computershare Hong Kong Investor Services Limited,
17M Floor, Hopewell Centre, 183 Queen’s Road East,
Wan Chai, Hong Kong.
Shareholders who have shares standing to the credit
of their securities accounts with The Central Depository
(PTE) Limited (CDP) in Singapore may refer queries to
the CDP at 11 North Buona Vista Drive, #01-19/20
The Metropolis Tower 2, Singapore 138589. Enquiries
regarding shares held in Depository Agent Sub-accounts
should be directed to your Depository Agent or broker.
JPMorgan Chase Bank N.A, PO Box 64504, St. Paul,
MN 55164-0504, USA.
Electronic communications
Shareholders are encouraged to elect
to receive shareholder documents
electronically by registering with
Shareview at www.shareview.co.uk
This will save on printing and distribution
costs, and create environmental benefits.
Shareholders who have registered will
be sent an email notification whenever
shareholder documents are available on
the Company’s website and a link will be
provided to that information. When
registering, shareholders will need their
shareholder reference number which can
be found on their share certificate or proxy
form. The option to receive shareholder
documents electronically is not available to
shareholders holding shares through CDP.
Please contact Equiniti if you require any
assistance or further information.
Dividend mandates
Shareholders may have their dividends
paid directly to their bank or building
society account. If you wish to take
advantage of this facility, please call
Equiniti and request a Cash Dividend
Mandate form. Alternatively, shareholders
may download the form from
www.prudentialplc.com/investors/
shareholder-information/forms
Shareholders on the UK or Hong Kong
registers have the option to elect to receive
their dividend in US dollars instead of
pounds sterling or Hong Kong dollars
respectively. More information may be
found on our website www.prudentialplc.
com/investors/shareholder-information/
dividend/dividend-currency-election
Cash dividend alternative
The Company operates a Dividend
Re-investment Plan (DRIP). Shareholders
who have elected for the DRIP will
automatically receive shares for all future
dividends in respect of which a DRIP
alternative is offered. The election
may be cancelled at any time by the
shareholder. Further details of the
DRIP and the timetable are available at
www.shareview.co.uk/4/Info/Portfolio/
default/en/home/shareholders/Pages/
ReinvestDividends.aspx
Tel 0371 384 2035
Textel 0371 384 2255
(for hard of hearing).
Lines are open from 8.30am to 5.30pm
(UK), Monday to Friday.
International shareholders
Tel +44 121 415 7026
Tel +852 2862 8555
Tel +65 6535 7511
Tel +1 800 990 1135,
or from outside the USA
+1 651 453 2128 or log on
to www.adr.com
Share dealing services
The Company’s registrars, Equiniti, offer a
postal dealing facility for buying and selling
Prudential plc ordinary shares; please
see the Equiniti address or telephone
0371 384 2248. They also offer a telephone
and internet dealing service, Shareview,
which provides a simple and convenient
way of selling Prudential shares. For
telephone sales, call 0345 603 7037
between 8.00am and 5.30pm, Monday
to Friday, and for internet sales log on to
www.shareview.co.uk/dealing
ShareGift
Shareholders who have only a small
number of shares, the value of which
makes them uneconomic to sell, may wish
to consider donating them to ShareGift
(Registered Charity 1052686). The
relevant share transfer form may be
downloaded from our website
www.prudentialplc.com/investors/
shareholder-information/forms or
from Equiniti. Further information
about ShareGift may be obtained on
+44 (0)20 7930 3737 or from
www.ShareGift.org
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How to contact us
Prudential plc
1 Angel Court
London EC2R 7AG
Tel +44 (0)20 7220 7588
www.prudentialplc.com
Board
Paul Manduca
Chairman
Non-executive Directors
Philip Remnant
Senior Independent Director
Jeremy Anderson
Howard Davies
David Law
Kai Nargolwala
Anthony Nightingale
Alice Schroeder
Tom Watjen
Fields Wicker-Miurin
Amy Yip
Media enquiries
Tel +44 (0)20 3977 9760
Email: media.relations@prudentialplc.com
Group Executive Committee
Mike Wells
Group Chief Executive
Mark FitzPatrick
Group Chief Financial Officer
and Chief Operating Officer
James Turner
Group Chief Risk and
Compliance Officer
Jolene Chen
Group Human Resources Director
Michael Falcon
Chief Executive Officer,
Jackson Holdings LLC
Nic Nicandrou
Chief Executive, Prudential
Corporation Asia
Al-Noor Ramji
Group Chief Digital Officer
Business units
Prudential Corporation Asia
13th Floor
One International Finance Centre
1 Harbour View Street
Central
Hong Kong
Tel +852 2918 6300
www.prudentialcorporation-asia.com
Nic Nicandrou
Chief Executive,
Prudential Corporation Asia
Jackson Holdings LLC
1 Corporate Way
Lansing
Michigan 48951
USA
Tel +1 517 381 5500
www.jackson.com
Michael Falcon
Chief Executive Officer,
Jackson Holdings LLC
Shareholder contacts
Tel +44 (0)20 3977 9720
Email: investor.relations@prudentialplc.com
UK Register private
shareholder enquiries
Tel 0371 384 2035
International shareholders
Tel +44 (0)121 415 7026
Hong Kong Branch Register
private shareholder enquiries
Tel +852 2862 8555
US American Depositary
Receipts holder enquiries
Tel +1 651 453 2128
The Central Depository (Pte)
Limited shareholder enquiries
Tel +65 6535 7511
prudentialplc.com
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403
Group overviewStrategic reportGovernanceDirectors’ remuneration reportFinancial statementsEuropean Embedded Value (EEV) basis resultsAdditional informationPrudential’s office at Ludgate Hill, London; from The Building News, 1863.
HISTORY
Providing financial security since 1848
Successive generations have looked to
Prudential to safeguard their financial
security – from industrial workers and
their families in Victorian Britain to
20 million customers worldwide today.
Our financial strength, heritage, prudence
and focus on our customers’ long-term
needs ensure that people continue to turn
to our trusted brands to help them plan
for today and tomorrow.
1848 Prudential is
established as Prudential
Mutual Assurance, Investment
and Loan Association in Hatton
Garden, London, offering loans
and life assurance to
professional people. From the
beginning the figure of
Prudence was adopted as the
symbol to be used on the
Company seal to represent the
values of the business.
To this day she still carries her
arrow (signifying strength of
purpose), serpent (the ancient
symbol of wisdom) and mirror
(representing self awareness).
1854 Prudential opens the
Industrial Department to sell
a new type of insurance,
Industrial Insurance, to the
working classes, for premiums
of a penny and upwards.
404
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FORWARD-LOOKING STATEMENTS
This document may contain ‘forward-looking statements’
with respect to certain of Prudential’s plans and its goals and
expectations relating to its future financial condition, performance,
results, strategy and objectives. Statements that are not historical
facts, including statements about Prudential’s beliefs and
expectations and including, without limitation, statements
containing the words ‘may’, ‘will’, ‘should’, ‘continue’, ‘aims’,
‘estimates’, ‘projects’, ‘believes’, ‘intends’, ‘expects’, ‘plans’, ‘seeks’
and ‘anticipates’, and words of similar meaning, are forward-
looking statements. These statements are based on plans,
estimates and projections as at the time they are made, and
therefore undue reliance should not be placed on them. By their
nature, all forward-looking statements involve risk and uncertainty.
A number of important factors could cause Prudential’s actual
future financial condition or performance or other indicated results
to differ materially from those indicated in any forward-looking
statement. Such factors include, but are not limited to, future
market conditions, including fluctuations in interest rates and
exchange rates, the continuance of a sustained low-interest rate
environment, and the impact of economic uncertainty, asset
valuation impacts from the transition to a lower carbon economy,
inflation and deflation and the performance of financial markets
generally; global political uncertainties; the policies and actions
of regulatory authorities, including, in particular, the policies and
actions of the Hong Kong Insurance Authority, as Prudential’s
new Group-wide supervisor, as well as new government
initiatives generally; the impact of continuing application of
Global Systemically Important Insurer or ‘G-SII’ policy measures
on Prudential; the impact on Prudential of systemic risk policy
measures adopted by the International Association of Insurance
Supervisors; the impact of competition and fast-paced
technological change; the effect on Prudential’s business and
results from, in particular, mortality and morbidity trends, lapse
rates and policy renewal rates; the physical impacts of climate
change and global health crises on Prudential’s business and
operations; the timing, impact and other uncertainties of future
acquisitions or combinations within relevant industries; the impact
of internal transformation projects and other strategic actions
failing to meet their objectives; the risk that Prudential’s
operational resilience (or that of its suppliers and partners) may
prove to be inadequate, including in relation to operational
disruption due to external events; disruption to the availability,
confidentiality or integrity of Prudential’s IT, digital systems and
data (or those of its suppliers and partners); any ongoing impact
on Prudential of the demerger of M&G plc; the impact of changes
in capital, solvency standards, accounting standards or relevant
regulatory frameworks, and tax and other legislation and
regulations in the jurisdictions in which Prudential and its affiliates
operate; the impact of legal and regulatory actions, investigations
and disputes; and the impact of not adequately responding to
environmental, social and governance issues. These and other
important factors may, for example, result in changes to
assumptions used for determining results of operations or
re-estimations of reserves for future policy benefits. Further
discussion of these and other important factors that could cause
Prudential’s actual future financial condition or performance or
other indicated results to differ, possibly materially, from those
anticipated in Prudential’s forward-looking statements can be
found under the ‘Risk factors’ heading of this document.
Any forward-looking statements contained in this document speak
only as of the date on which they are made. Prudential expressly
disclaims any obligation to update any of the forward-looking
statements contained in this document or any other forward-
looking statements it may make, whether as a result of future
events, new information or otherwise except as required pursuant
to the UK Prospectus Rules, the UK Listing Rules, the UK
Disclosure and Transparency Rules, the Hong Kong Listing Rules,
the SGX-ST listing rules or other applicable laws and regulations.
1871 The Company
becomes one of the first in the
City to employ women.
Calculating machines are also
introduced, bringing efficiencies
to the processing of an
increasing volume of business.
1923 Prudential’s first
overseas life branch is
established in India, with the
first policy being sold to a tea
planter in Assam.
1994 Prudential
Corporation Asia is formed in
Hong Kong as a regional head
office to expand operations
beyond an existing presence
in Malaysia, Singapore and
Hong Kong.
2010 Prudential plc is
listed on stock exchanges in
Hong Kong and Singapore.
1879 Prudential moves into
Holborn Bars, a purpose-built
office complex designed by
Alfred Waterhouse. The building
becomes a London landmark.
1912 Following the
National Insurance Act,
Prudential works with the
government to run Approved
Societies, providing sickness
and unemployment benefits
to five million people.
1924 Prudential shares
are floated on the London
Stock Exchange.
1949 The ‘Man from the
Pru’ advertising campaign
is launched.
1986 Prudential acquires
Jackson National Life Insurance
in the United States.
1999 Prudential acquires
M&G, pioneer of unit trusts in
the UK and a leading provider
of investment products.
2000 Prudential plc is
listed on the New York Stock
Exchange. Prudential becomes
the first UK life insurer to enter
the Mainland China market
through its joint venture with
CITIC Group.
2014 Prudential acquires
businesses in Ghana and
Kenya, marking its entry into
the fast-growing African life
insurance industry.
2019 Prudential demerges
its UK and Europe business,
M&G plc, in order to focus on
its international business.
Principal place of business
in Hong Kong
13th Floor
One International Finance Centre
1 Harbour View Street
Central
Hong Kong
Prudential public limited company
Incorporated and registered
in England and Wales
Registered office
1 Angel Court
London
EC2R 7AG
Registered number 1397169
www.prudentialplc.com
Prudential plc is a holding company,
some of whose subsidiaries are authorised
and regulated, as applicable, by the
Hong Kong Insurance Authority and
other regulatory authorities.
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Printed on Revive 100 Silk, a paper made from fibre
derived from 100 per cent recycled pre- and post-
consumer waste; and Revive 100 Offset, which is made
from 100 per cent recycled post-consumer waste.
All material used in this report has been independently
certified according to the rules of the Forest Stewardship
Council (FSC). All pulps used are elemental chlorine free,
and the inks used are vegetable oil based. The
manufacturing mills and the printer are registered to the
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Designed by FleishmanHillard Fishburn
Printed in the UK by CPI Colour
Prudential plc is not affiliated in any manner with
Prudential Financial, Inc., a company whose principal place
of business is in the United States of America, or with
the Prudential Assurance Company, a subsidiary of
M&G plc, a company incorporated in the United Kingdom.