Prudential Annuities Limited

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1 Prudential Annuities imited Returns under the nsurane Companies At 1982 and the nsurane Companies (Aounts and Statements) Regulations 1996 (as amended) For the year ended 31 Deember 2 SCHDUS 1, 3, 4 AD 6 norporated and Registered in ngland and Wales Registered number Registered offie 142 Holborn Bars ondon C1 2H

2 Contents Page Shedule 1 Form 9 Form 1 Form 13 Form 14 Form 15 Form 16 Form 17 Statement of solveny Statement of net assets Analysis of admissible assets ong term business liabilities and margins iabilities (other than long term business) Profit and loss aount (nontehnial aount) Analysis of derivative ontrats Shed ule 3 Form 4 Form 41 Form 42 ong term business: Revenue aount ong term business: Analysis of premiums and expenses ong term business: Analysis of laims otes to Shedules 1 and 3 of the return Statement of information on derivative ontrats Statement of information on shareholder ontrollers Statement of information on the Appointed Atuary ,.. Shedule 4 Form 46 Form 47 Form 48 Form 49 Form 51 Form 54 Form 56 Form 57 Form 58 Form 6 Abstrat of the valuation report ong term business: Summary of hanges in ordinary long term business ong term business: Analysis of new ordinary long term business ong term business: xpeted inome from admissible assets not held to math liabilities in respet of linked benefits ong term business: Analysis of admissible fixed interest and variable yield seurities not held to math liabilities in respet of linked benefits ong term business: Valuation summary of nonlinked ontrats (other than aumulating withprofits poliies) ong term business: Valuation summary of index linked ontrats ong term business: Analysis of assets and liabilities mathing investment liabilities in respet of index linked benefits ong term business: Mathing retangle ong term business: Valuation result and distribution of surplus Required minimum margin otes to Shedule 4 of the return t Shedule 6 Diretors' Certifiate Appointed Atuary's Certifiate Auditors' Report

3 Returns under nsurane Companies egislation Form 9 Statement of solveny ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 ompany registration number R GUUKlCM As at the end of As at the end of this finanial the previous year year 1 2 : ~8: :::i Units : :J (5 U GRA BUSSS Available assets Other than long term business assets alloated towards general business required minimum margin 11 See instrutions 1 and 2 Required minimum margin Required minimum margin for general business xess (defiieny) of available assets over the required 13 minimum margin (1112) OG TRM BUSSS Available assets ong term business admissible assets Other than long term business assets alloated towards long term business required minimum margin Total mathematial reserves (after distribution of surplus) Other insurane and noninsurane liabil~ies See instrutions 1 and See instrution See instrution 5 Available assets for long term business required minimum margin ( ) mpliit tems admitted under regulation.. 23(5) of the nsurane Companies Regulations 1994 Future profits 31 Zillmerising Hidden reserves Total of available assets and impli~ items ( ) Required Required minimum margin for long term business xph~ required minimum margin (1/6 x 41, or minimum guarantee fund if greater) xess (defiieny) of available assets over expli~ required minimum margin (2542) xess (defiieny) of available assets and impli~ items over the required minimum margin (3441) COTGT minimum margin ABTS f Quantifiable ontingent liabilities in re~et of other than long term business 51 as shown in a supplementary note to arm 15 Quantifiable ontingent liabilities in respet of long term business as shown 52 in a supplementary note to Form 14 See instrution 6 See instrution 6 2

4 Returns under nsurane Companies egislation Form 9 Covering sheet to Form 9 ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2... K erhe Thomsen Diretor... D J Belsham Diretor... Tee Seretary 27 June 21 i,

5 Returns under nsurane Companies egislation Form 1 Statement of net assets ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 Company registration number GUUKlCM Period ended day month year Units R G As at the end of As at the end of Soure this finanial the previous year year 1 2 ) :: ~ " ::J U ong term business admissible assets ong term business liabilities and margins Other than ong term business admissible assets Other than ong term business liabilities et admissible assets (2122) Unpaidamounts(inluding Other assets allowed to share premium)on partly paid 24 be taken into aount in shares overing the required Supplementaryontributions minimum margin for a mutualarryingon 25 general business iabilities allowed to be Subordinatedloan apital 26 left out of aount in overing the required Cumulativeprefereneshare minimum margin apital 27 Available assets (23 to 27) Represented by: Paid up share apital (other than umulative preferene share apital) Amounts inluded in lines 24 to 27 above 52 Amounts representing the balane of net assets (1451) Total (51 to 56) and equal to line 29 above Movement of balane of net assets purposes as per line 56 for solveny Balane brought forward at the beginning of the finanial year 61 (1451) (2551) Retained profiu(loss) for the finanial year (115) Movement in asset valuation differenes 63 See instrution 2 Derease/(inrease) in the provision for adverse hanges 64 See instrution 3 Other movements (partiulars to be speified by way of supplementary note) 65 Balane arried forward at the end of the finanial year (61 to 65) (1451) r.. 4

6 Returns under nsurane Companies egislation Analysis of admissible assets ame of ompany Prudential Annuities imited Form 13 (Sheet 1) Global business Finanial year ended 31st Deember 2 Category of assets Total other than long term business assets ompany registration number GUUKlCM Period ended day month year Units Category of assets nvestments [ R13 f \ As at the end of As at the end of this finanial the previous year year 1 2 G and and buildings 11 UK insurane dependants Other insurane dependants Shares Debt seur~ies issued by, and loans to, dependants Shares Debt seur~ies issued by, and loans to, dependants nvestments in Shares 25 group undertakings oninsurane and partiipating dependants interests Debt seur~ies issued by, and loans to, dependants 26 Shares 27 Other group undertakings and Debt seur~ies issued by, and loans to, group undertakings 28 partiipating interests Partiipating interests 29 Debt seur~ies issued by, and loans to, undertakings in 3 whih the ompany has a partiipating interest Total sheet 1 (11 to 3) 39 i l, ' l 5

7 Returns under nsurane Companies egislation Analysis of admissible assets ame of ompany Prudential Annuities imited Form 13 (Sheet 2) Global business Finanial year ended 31st Deember 2 Category of assets Total other than long term business assets Company registration number GUUKlCM Period ended day lulllh yea, Units Category of assets nvestments (ontinued) Deposits with eding undertakings Assets held to over linked liabilities R G As at the end of As at the end of this finanial year the previous year 1 2 qu~y shares 41 Other shares and other variable yield seurities 42 Holdings in olletive investment shemes 43 Rights under derivative ontrats Debt seur~ies and other fixed inome Fixed interest Approved seurities Other seur~ies Approved seurities Variable interest Other Other finanial investments Partiipation in investment pools 49 oans seured by mortgages ~ Other loans oans to publior loal author~ies and nationalised 51 industries or undertakings oans seured by poliies of insurane issued by the ompany 52 Other 53 Depos~s with Withdrawalsubjet to a time restrition of one month or less approved redit institutions and approved finanial institutions Withdrawal subjet to a time restrition of more than one 55 month Other 56. f ~ Depos~s with eding undertakings 57 Assets held to math linked liabil~ies ndex linked 58 Property linked 59 Reinsurers' share of tehnial provisions Provision for unearned premiums 6 Claims outstanding 61 Provision for unexpired risks 62 t. Other 63 Totalsheet 2 (41 to 63)

8 Returns under nsurane Companies egislation Form 13 (Sheet 3) Analysis of admissible assets ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 Category of assets Total other than long term business assets Company Debtors Other assets Debtorsarising out of diret insurane operations Poliyholders ntermediaries Salvage and subrogation reoveries Debtors arising out of reinsurane operations R13 registration number Due from eding insurers and intermediaries under reinsurane business 74 aepted Due from reinsurers and intermediaries under reinsurane ontrats eded \ GUUKlCM Period ended day month year Units G As at the end of As at the end of this finanial the previous year year 1 2 Category of assets 1 Other debtors Due from dependants Other Due in 12 months or less after the end of the finanial year 76 Due more than 12 months after the end of the finanial year 77 Due in 12 months or less after the end of the finanial year Due more than 12 months after the end of the finanial year 79 Tangible assets Cash at bank and in hand Deposits not subjet to time restrition on withdrawal, with approved redit institutions and approved finanial institutions and loal authorities 82 Cash in hand 8,, Other assets (partiulars to be speified by way of supplementary note) Prepayments and arued inome Arued interest and rent Deferred aquisition osts Other prepayments and arued inome Dedutions (under regulations 57(2){b) and 57(3) of the nsurane Companies Regulations ) from the aggregate value of assets Total sheet 3 (71 to 86 less 87) Grand total of admissible assets ( ) Reoniliation to asset values determined in aordane shareholder aounts rules Total admissible assets (as per line 89 above) Total assets in exess of the admissibility limits of Shedule 12 of the nsurane Companies 92 Regulations 1994, (as valued in aordane with those Regulations before applying admissibility limits) Solveny margin dedution for insurane dependants with the Other differenes in the valuation of assets (other than for assets not valued above) Assets of a type not valued above, (as valued in aordane with the shareholder aounts rules) Total assets determined in aordane with the shareholder aounts rules (91 to 95) Amounts inluded in line 89 attributable to debts due from related ompanies, other than those under ontrats of insurane or reinsurane

9 Returns under nsurane Companies egislation Form 13 (Sheet 1) Analysis of admissible assets ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 Category of assets Total long term business assets R13 Company registration number GUUKlCM G As at the end of As at the end of this finanial the previous nvestments year year 1 2 and and buildings UK insurane Shares 21 dependants Debt seur~ies issued by, and loans to, dependants 22 Period ended day month year Units 2 Category of assets 1 nvestments in group undertakings and partiipating interests Other insurane dependants oninsurane dependants Shares 23 Debt seumies issued by, and loans to, dependants 24 Shares 25 Debt seur~ies issued by, and loans to, dependants 26 Shares 27 Other group undertakings and Debt seumies issued by, and loans to, group undertakings 28 partiipating nterests Partiipating interests 29 Debt seur~ies issued by, and loans to, undertakings in whih the ompany has a partiipating interest 3 Total sheet 1 (11 to 3) ,;. ~ f 8 j

10 Returns under nsurane Companies egislation Form 13 (Sheet 2) Analysis of admissible assets ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 Category of assets Total long term business assets Company registration number GUUKlCM Period ended day ",ullth year Units Category of assets nvestments (ontinued) Deposits with eding undertakings Assets held to over linked liabilities R \ G \ As at the end of As at the end of this finanial the previous year year 1 2 qu~y shares 41 Other finanial investments Other shares and other variable yield seurities Holdings in olletive investment shemes Rights under derivative ontrats Approved seurities Fixed interest Other Debt seur~ies and other fixed inome seur~ies Approved seurities 47 Variable interest Other Partiipation in investment pools oans seured by mortgages Other loans oans to publior loalauthor~ies and nationalised industries or undertakings oans seured by poliies of insurane issued by the 52 ompany Other Depos~s with Wdhdrawal subjet to a time restrition of one month or less approved redit institutionsand approved finanial institutions Wdhdrawal subjet to a time restrition of more than one 55 month Other Deposits with eding undertakings Assets held to math linked liabilities ndex linked Property linked 59 Provision for unearned premiums 6 f '> Reinsurers' share of tehnial provisions Total sheet 2 (41 to 63) Claims outstanding 61 Provision for unexpired risks 62 Other ,, 9

11 Returns under nsurane Companies egislation Form 13 (Sheet 3) Analysis of admissible assets ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 Category of assets Total long term business assets Company registration number GUUKlCM Period ended day month year Units Category of assets Debtors Other assets R G T 2 1 As at the end of As at the end of this finanial year the previous year 1 2 Debtors arising out Poliyholders of diret insurane operations ntermediaries 72 Salvage and subrogation reoveries 73 Debtors arising out of reinsurane operations Due from eding insurers and intermediaries under reinsurane business aepted Due from reinsurers and intermediaries under reinsurane ontrats eded Other debtors Due from dependants Other Due in 12 months or less after the end of the finanialyear 76 Due more than 12 months after the end of the finanial year 77 Due in 12 months or less after the end ofthe finanial year Due more than 12 months after the end of the finanial year 79 Tangible assets 8 Cash at bank and in hand Deposits not subjet to time restrition on withdrawal,withapproved redit institutions and approved finanial institutions and loal authorities Cash in hand 82 Other assets (partiulars to be speified by way of supplementary note) 83 Prepayments and arued inome Arued interest and rent Deferred aquisition osts 85 Other prepayments and arued inome Dedutions(under regulations 57(2)(b) and 57(3) of the nsurane Companies Regulations 1994) from the aggregate value of assets 87 Total sheet 3 (71 to 86 less 87) Grand total of admissible assets ( ) Reoniliation to asset values determined in aordane shareholder aounts rules with the Total admissible assets (as per Hne 89 above) Total assets in exess of the admissibility limits of Shedule 12 of the nsurane Companies Regulations 1994, (as valued in aordane with those Regulations before applying admissibility limits) 92 Solveny margin dedution for insurane dependants 93 Other differenes in the valuation of assets (other than for assets not valued above) 94 1 Assets of a type not valued above, (as valued in aordane with the shareholder aounts rules) 95 Total assets determined in aordane with the shareholder aounts rules (91 to 95) Amounts inluded in line 89 attributable to debts due from related ompanies, other than those under ontrats of insurane or reinsurane

12 Returns under nsurane Companies egislation ong term business liabilities and margins ame of ompany Prudential Annuities imited Form 14 Global business Finanial year ended 31st Deember 2 Category of assets Total long term business assets Company registration number GUUKlCM Period ended day month year Units Category of assets R14 \ G 31 \ As at the end of As at the end of Soure this finanial the previous year year 1 2 Mathematial reserves, after distribution of surplus See nstrution 2 Cash bonuses whih had not been paid to poliyholders prior to end of 12 See nstrution 3 the finanial year Balane of surplus/(valuation defi~) See nstrution See nstrution 5 ong term business fund arried forward (11 to 13) Claims outstanding whih had fallen due for payment before the end of the finanial year Gross amount 15 Reinsurers' share 16 et (1516) 17 Provisions for Taxation 21 other risks and harges Other 22 Depos~s reeived from reinsurers 23 Diret business Arising out of insurane Reinsurane aepted' operations Reinsurane eded 33 Creditors other liabilities and Debenture loans Seured 34 Unseured 35 Amounts owed to redit inst~utions Other reditors Aruals and deferred inome Taxation Other ' l J l Provision for adverse hanges (alulated in aordane with regulation of the nsurane Companies Regulations 1994) Total other insurane and noninsurane liabilities (17 to 41) xess of the value of net admissible assets 51 Total liabilities and margins Amounts inluded in line 59 attributable to liabil~ies to related ompanies, other than those under ontrats of insurane or reinsurane Amounts inluded in line 59 attributable to liabil~ies in respet of property 62 linked benefrts See nstrution 6 Amount of any additional mathematial reserves inluded in line 51 whih have been taken into aount in the appointed atuary's ertifcate See n::ilru;tion7 11

13 Returns under nsurane Companies egislation Form 15 iabilities (other than long term business) ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 Company registration number GUUKlCM Period ended day month year Units R G As at the end of As at the end of this finanial the previous year year 1 2 Provision for unearned premiums 11 Claims outstanding 12 Tehnial provisions (gross amount) Provision for unexpired risks 13 Credit business 14 qualisation provisions Other than redit business 15 Other 16 Total (11 to 16) 19 Provisions for other risks Taxation 21 and harges Other 22 Deposits reeived from reinsurers 31 Diret business 41 Arising out of insurane operations Reinsurane aepted 42 Reinsurane eded 43 Seured 44 Debenture loans Creditors Unseured 45 Amounts owed to redit institutions 46 Taxation Other reditors Reommended dividend 48 Aruals and deferred inome 51 Other Total (19 to 51) Provision for adverse hanges (alulated in aordane with regulation 61 of the nsurane Companies Regulations 1994) 61 Cumulative preferene share apital 62 Subordinated loan apital 63 Total (59 to 63) ". Amounts inluded in line 69 attributable to liabilities to related ompanies, other than those under ontrats of insurane or reinsurane

14 Returns under nsurane Companies egislation Form 16 Profit and loss aount (nontehnial aount) ame of ompany Prudential Annuities imited Global business Finanial year ended 31st Deember 2 ompany registration number GUUKlCM Period ended day month year Units R G 31 \12 2 This finanial Previous Soure year year : ~:::> 1 2 (5 ::J ~: () Transfer (to)/from the From Form general business tehnial aount qualisation provisions 12 Transfer from the long term business revenue aount 13 (27575) nvestment inome nvestment harges nome , Value readjustments on investments Gains on the realisation of investments nvestment management harges, inluding interest Value readjustments on investments oss on the realisation of investments Alloated investment return transferred to the general business tehnial aount Other inome and harges (partiulars to be speified by 21 (16) (16) way of supplementary note) Profit or loss on ordinary ativities before tax ( ) (15886) Tax on profit or loss onordinary ativities (4386) Profit or loss on ordinary ativities after tax (2931) (115) xtraordinary profit or loss (partiulars to be speified by 41 way of supplementary note) Tax on extraordinary profit or loss 42 i ' Other taxes not shown under the preeding items 43 Profit or loss for the finanial year (39+41(42+43)) (115) Dividends (paid and proposed) 51 Profit or loss retained for the finanial year (4951) (115) 13 J:.

15 . Returns under nsurane Companies egislation Form 17 Analysis of derivative ontrats ame of ompany Prudential Annuities imited Global business Business Finanial year ended Otherthanlongtenn 31st Deember 2 Category of assets Total other than long term business assets Company registration number GUUKlCM Period ended day month year Units Category of assets Derivative Futures ontrats ontrats Fixedinterest seurities 11 quity shares 12 and 13 Currenies 14 RH G T 1 As at the end of this finanial year As at the end of the previous year Assets iabilities Assets iabilities Other 15 Fixedinterest seurities 21 quity shares 22 Options and 23 Currenies 24 Other 25 Fixedinterest seurities 31 quity shares 32 Contrats for and 33 differenes Currenies 34 Other Adjustments for variation margin 41 Total (11 to 41) (., r.,.. 14

16 Returns under nsurane Companies egislation Form 17 Analysis of derivative ontrats ame of ompany Prudential Annuities imited Global business Business Finanial year ended ong term 31st Deember 2 Category of assets Total long term business assets Derivative ontrats Fixedinterest seurities 11 R17 Company registration number GUUKlCM G Period ended day month year Units As at the end of this finanial year As at the end of the previous year Assets iabilities Assets iabilities Category of assets 1 Futures ontrats quity shares 12 and 13 Currenies Other 15 Fixedinterest seurities 21 quity shares 22 Options and 23 Currenies 24 Other 25 Fixedinterest seurities 31 quity shares 32 Contrats for and 33 differenes Currenies Other Adjustments for variation margin 41 Total (11 to 41)

17 Returns under nsurane Companies egislation Form 4 ong term business: Revenue aount ame of ompany Prudential Annuities imited Global business Ordinary business Finanial year ended 31st Deember 2 ame and number of fund Ordinary Branh ong Term 1 R4 Company registration number tems to be shown net of reinsurane eded GUUKlCM G Period ended day month year Units 2 OB/B OB o of o of fundi part of Summary Fund The finanial Previous year year arned premiums nvestment inome reeivable before dedution of tax nrease (derease) in the value of nonlinked assets brought into aount (56255) nrease (derease) in the value of linked assets 14 Other inome 15 Total inome (11 to 15) Claims inurred xpenses payable nterest payable before dedution of tax Taxation 24. Other expenditure 25 Transfer to (from) non tehnial aount 26 (27575) Total expenditure (21 to 26) ,. nrease (derease) in fund in finanial year (1929) Fund brought forward Fund arried forward (39+49) ~ ~ 16

18 Returns under nsurane Companies egislation Form 41 ong term business: Analysis of premiums and expenses ame of ompany Prudential Annuities imited Global business Ordinary business Finanial year ended 31st Deember 2 ame and number of fund Ordinary Branh ong Term 1 Company registration number GUUKlCM Period ended day month year Units 6/16 o of o of fundi part of Summary Fund R41 \ G 31 12\ 2 OB 1 Gross Payable to or et of reoverable from reinsurane reinsurers (12) ife assurane and Single premium 11 general annuity ontrats Regular premium 12 Pension business ontrats Single premium Regular premium 14 Single premium 15 Permanent health ontrats arned Regular premium 16 premiums in the finanial 17 year Single premium Other ontrats Regular premium 18 Total premiums Single premium Regular premium. 29 Total premiums at UK ontrats lines 19 and 29 attributable to Overseas ontrats 32 Commission payable in onnetion with aquisition of business Other ommission payable 42 t. xpenses payable in the finanial year Management expenses in onnetion with aquisition of business Management expenses in onnetion with maintenane of business Other management expenses Total expenses (41 to 45) Totalexpenses at UK ontrats line 49 attributable to Overseas ontrats 52 1, 17

19 Returns under nsurane Companies egislation Form 42 ong term business: Analysis of laims ame of ompany Prudential Annuities imited Global business Ordinary business Finanial year ended 31st Deember 2 ame and number of fund Ordinary Branh ong Term 1 Company registration number GUUKlCM Period ended day month year Units 6/16 o of fundi Summary R G T OB 1 1 Gross ReoveniliTe et at from reinsurers reinsurane Claims inurred in the finanial year (12) o of part of Fund On death 11 ife assurane and annuity ontrats By way of lump sums on maturity 12 t,.".,j'~~~j;f;,\",,~~.:l ',,"'."'.", By way of annuity payments 13 By way of payments arising from other insured events 14 On surrender or partial surrender 15 Total life assurane laims (11 to 15) and annuity 19,.,. ", On death By way of lump sums on vesting Pension business By way of vested annuity payments ontrats On surrender or partial surrender Total pension business laims (21 to 24) By way of lump sums 31 Permanent health By way of periodial payments 32 ontrats Total permanent health laims (31+32) 39 Other ontrats By way of lump sums 41 By way of periodial payments 42 Total laims (41+42) 49 Total laims ( ) Total laims at line UK ontrats attributable to Overseas ontrats 62 18

20 1 PRUDTA AUTS MTD Returns for the year ended 31 Deember 2 Supplementary notes to the returns Form 9 93 Other orders under Setion 68, nsurane Companies At 1982 (as amended) (a) (b) The Seretary of State, on the appliation of the Company, made an order on 1 August 1992 pursuant to setion 68 of the nsurane Companies At 1982 direting that setion 31 of the nsurane Companies At 1982 should not apply to the Company in respet of transations entered into by the Company with The Prudential Assurane Company imited, Prudential Holbom Pensions imited and Prudential Pensions imited pursuant to the reassurane agreements dated 1 August The Seretary of State, on the appliation of the Company, issued to the Company in Deember 1995 an Order under setion 68 of the nsurane Companies At 1982 requiring the Company to alulate the rates of interest to be used in alulating the present value of future payments by or to the Company on the aggregate yield basis defined as that rate of interest whih equates the disounted value of the aggregate ash flows on the relevant asset portfolio with the total market value of that portfolio. Form 1 [ l [ 11 Reoniliation to shareholder aounts et assets per FSA return ine 99 on Form 13 (OTB) ine 59 on Form 15 Per shareholder aounts Capital and reserves 'OOOs,OOOs 57, ,99 (6,167) (41) 564, , ,34 818,825 ~ l l Differene Additional reserves held in long term fund Unappropriated surplus held in long term fund ine 49 on Form 58 Valuation differene ine 94 on Form ,49 282,876 5, , ,

21 PRUDTA AUTS MTD Returns for the year ended 31 Deember 2 Statement in aordane with Regulation 24 of The nsurane Companies (Aounts and Statements) Regulations 1996 Additional infonnation on shareholder ontrollers We onfinn that the following is a list of: (a) Persons who, to the knowledge of Prudential Annuities imited ("the Company"), have been, at any time during the year ended 31 Deember 2, a shareholder ontroller of the Company; and (b) n the ase of eah person who was a shareholder ontroller of the Company at 31 Deember 2: (i) the perentage of shares he held at that time in the Company, or in another ompany of whih the Company was a subsidiary undertaking; and (ii) the perentage of the voting power whih he was entitled at that time to exerise, or ontrol the exerise of, at any general meeting of the Company, or another ompany of whih it was a subsidiary undertaking; in eah ase, either alone or with any assoiate or assoiates.,. n the ase of eah person who was a shareholder ontroller of the Company at 31 Deember 2: The perentage ofthe voting power whih he was entitled The perentage of shares he at that time to exerise, or held at that time in the ontrol the exerise of, at any "Persons who, to the knowledge of the Company, have been, at Company, or in another general meeting of the any time during the year ended 31 Deember 2, a ompany of whih the Company, or another shareholder ontroller of the Company. Company was a subsidiary ompany of whih it was a undertaking, either alone or subsidiary undertaking, (shown separately) with any assoiate or assoiates either alone or (shown separately) with any assoiate or assoiates The Prudential Assurane Company imited, being its immediate holding ompany 1% 1% 1 Prudential pl, being its ultimate holding ompany 1% 1% J J 26 1

22 PRUDTA AUTS MTD Returns for the year ended 31 Deember 2 Statement of information on the Appointed Atuary pursuant to Regulation 31 of the nsurane Companies (Aounts and Statements) Regulations 1996 n aordane with Regulation 31 of the above Regulations, David Belsham, the Appointed Atuary of the Company, was requested to furnish and has provided the following infonnation: (a) (b) () The Appointed Atuary had an interest in 25,736 and 24,957 shares in the ultimate parent ompany, Prudential pl, at the beginning and at the end of the year respetively. The Appointed Atuary had an interest in shares in Prudential pl held in trust, representing the maximum award that ould be made if perfonnane requirements under the Prudential Restrited Share Plan were met, of 33,382 and 3,625 shares at the beginning and at the end of the year respetively. During the year 12,522 shares were released to him under the 1997 sheme and 9,765 shares were onditionally awarded to him under the 2 sheme. Throughout the year the Appointed Atuary held options granted under the Prudential xeutive Share Option Sheme to subsribe for shares in Prudential pl as follows: umber of Shares xerise Prie xerise Dates 25, 2?6p Between Otober 1997 and Otober 22 (d) Throughout the year the Appointed Atuary held options granted under the Prudential SavingsRelated Share Option Sheme to subsribe for shares in Prudential pl as follows: umber of Shares xerise Prie xerise Dates 2,5 1, p 359p 759p Between June 21 and Deember 21 Between Deember 21 and May 22 Between June 23 and Deember 23 (e) The appointed atuary also had an interest in nil and 1,41 shares in gg pl, a subsidiary of Prudential pl, at the beginning and end of the year respetively. i (t) The Appointed Atuary reeived aggregate remuneration from the Prudential Group of 197,934. Additionally, the Appointed Atuary is a member of the Prudential Staff Pension Sheme and ontributions in respet of the year were paid by the Prudential Group. ~ ' 27

23 Statement required by Regulation 31 (ontinued) (g) The following life and general insurane poliies issued by the Prudential Group subsisted throughout the year: (i) (ii) (iii) (iv) three endowment assurane withprofits poliies maturing between 29 and 211 with partiipating sums assured totalling 18,72, nonpartiipating minimum death benefits of 48, and annual premiums of 776. two withoutprofits temporary assurane poliies on the lives of the Appointed Atuary and his partner expiring in 211 with sums assured totalling 22, and annual premiums of 457. a home insurane poliy overing buildings, household ontents and personal effets. a motor insurane poliy. (., t. '.. f,.. 28

24 PRUDTA AUTS MTD Returns for the year ended 31 Deember 2 Shedule 4 Valuation Report on Prudential Annuities imited as at 31 Deember 2 1. Date of investigation The investigation relates to 31 Deember Date of previous investigation The previous investigation related to 31 Deember Conformity with Regulation 64 The valuation of long term business liabilities shown in this report onforms with Regulation 64 of the nsurane Companies Regulations 1994 (as amended). 4. Desription of nonlinked ontrats (1) () Categories of in fore nonlinked business are as follows: (i) Annuities in payment These are nonprofit annuities, written on either a single life or joint life and last survivor basis, whih provide a level series of payments throughout the life of the annuitant(s), or inorporate a provision for payments to inrease annually at a guaranteed rate. The annuity may inorporate a minimum guaranteed period of payment. (ii) Deferred annuities These are nonprofit deferred annuities, written on either a single life or joint life and last survivor basis, whih are either single premium or fully paidup ontrats. Benefits are expressed as amounts of deferred annuity per annum payable at retirement. The benefit at retirement may be a level series of payments throughout the life of the annuitant(s), or inorporate a provision for payments to inrease annually at a guaranteed rate. The annuity may inorporate a minimum guaranteed period of payment starting at retirement. On death before the end of the deferred period, a lump sum or dependant's annuity may be payable. 5. Desription of linked ontrats, (1) (a) RPlinked annuities. 29

25 Valuation Report (ontinued) (b) These ontrats are lassified as: United Kingdom pension business; Business is written diretly, and reassurane is aepted and eded; onprofit annuities in payment and in deferment. () These are all single premium ontrats. (d) These are nonprofit annuities, written on either a single life or joint life and last survivor basis, whih provide a series of payments throughout the life of the annuitant(s) whih are revalued, annually, in line with the Retail Prie ndex. The annuity may inorporate a minimum guaranteed period of payment. n some ases, the revaluation may have a maximum and/or minimum perentage inrease. (e) There are no guaranteed investment returns other than those impliit in the guaranteed annuity benefit. (t) The guaranteed annuity benefit is alulated inorporating an allowane for initial and renewal expenses and ommission. (g) ot appliable. (h) ot appliable. (i) CD See (d) above. one. (k) The ontrat was open to new business during the year to the valuation date. (1) ot appliable. (2) (3) (4) (5) o linked ontrat ontains a withprofits option. ot appliable. (, ot appliable. ot appliable. 6. (6) ot appliable. Valuation priniples and methods,. () The mathematial annuities. reserve for annuities in payment is the present value of the 3 f

26 Valuation Report (ontinued) The mathematial reserve for RPlinked annuities is, in general, determined without an expliit allowane for future inreases in annuity payments, whih is onsistent with the treatment of the mathing assets. The treatment of RPlinked annuities whih are subjet to maximum and minimum perentage annual inreases are desribed in 6.1 (h) below. The mathematial reserve for nonprofit deferred annuities is the present value of the annuity seured to date. n partiular, the following priniples have been observed: (a) Derivative ontrats as at 31 Deember 2 omprised: (i) A ontrat to swap US Dollars for UK sterling at a variable rate ( BOR) plus a fixed margin. (ii) A ontrat to swap the BOR for fixed UK sterling. (iii) A ontrat to swap UROs at a floating rate to fixed UK sterling. (iv) A urreny futures ontrat to hange UROs into UK sterling. (v) Contrats to swap future inome inreasing at a fixed rate eah year for inome varying in line with hanges in RP!. (b) ot appliable. () The net premium method has not been used. (d) There are no ontrats where negative values ould arise. (e) o reserve for future bonuses is required. (t) o provision for any prospetive liability for tax on unrealised apital gains has been inluded in the mathematial reserves sine the Company transats pension business only and no apital gains tax liability is expeted to arise. (g) ot appliable. (h) As desribed in 5(1)(d), some RPlinked annuities are subjet to maximum and minimum perentage inreases. These fall into two ategories: ( (1) RPlinked annuities subjet to a minimum annual inrease of % and a maximum annual inrease of 5%. For valuation purposes these are treated as being idential to normal RPlinked annuities. ( 31

27 Valuation Report (ontinued) Hene the reserve shown in 7(7) is adequate to over the provision required in respet of Regulations 75(a) and 75(b). (9) iabilities are all in sterling. There are some US$ and URO denominated assets. These assets with their assoiated derivatives produe inome in UK sterling. See 6(1)(a) for details. 8. Valuation of nonlinked business (a) (b) () (d) ot appliable. See Forms 51. ot appliable. ot appliable. 9. Valuation of linked business (a) (b) See Form 54 and 6 (1) above. The annuity loadings in 1 (1) are alulated without assuming any ontribution from the loadings in new business written after the valuation date. 1. xpenses (1) A real disount rate of 2% p.a. was used to onvert prudent per poliy renewal expenses into perep.tage of annuity loadings. For immediate annuities, the impliit per poliy loadings at the end of 2, before inflation, were approximately: Fixed Annuities FAlGroup Fixed Annuities Diret Sales inked 27 p.a. 25 p.a. 43 p.a. Deferred annuities osts were assumed to be 1 p.a. per life during deferment and then as for FAlGroup Fixed Annuities in possession. An additional allowane was made for urrent systems developments. r nvestment management expenses are allowed for by deduting.1% p.a. from the valuation rates of interest. The valuation rates of interest in Forms 51, 54 and 57 (and the asset yields in Forms 48 and 57) are shown before this dedution. (2) Based on the annualised annuity amounts in payment and deferment at 31 Deember 2, the amount released to meet renewal expenses over 21 will be 15,184,. n addition, 11,72, will be released to meet investment management expenses. 34 i

28 Valuation Report (ontinued) (3) (4) ew business premium rates inorporate a harge to over aquisition and setup osts. The annuity loadings in 1 (1) are alulated without assuming any ontribution from the loadings in new business written after the valuation date. An allowane for expenses arising from the losure to new business, if losure ourred twelve months after the valuation date, has been ompared with the margins in expense loadings arising from the in fore business. As the osts are overed by the margins, no additional reserve is required. 11. Curreny mathing (1) ot appliable. (2) ot appliable. 12. Reinsurane ong term business is reassured on a faultative basis to a reinsurer, who is authorised to arry on business in the UK. 13. to 16. ot appliable. 17. Changes in long term business See Form 46. Group nonprofit deferred annuities are not inluded in Form 46. These onsist of 1,417 shemes oyering an estimated 8,718 lives, and 16,464 individual arrangements for nonlinked ontrats and 12,162 individual arrangements for linked ontrats at 31 Deember ew business See Form Assets overing long term liabilities (1) See Forms 48 and 49. The yields shown for land and buildings in line 11 of Form 48 are net of expeted outgo on maintenane osts and leases. This treatment is onsistent with that adopted on Form 57. However, it should be noted that in Form 4 all investment expenses, inluding outgo on property maintenane osts and leases, are shown as expenses. j l, 35

29 Valuation Report (ontinued) (2) Changes in the amounts reported on Form 48 at 31 Deember 2 whih would result from the exerise of rights or obligations under derivative ontrats or ontrats having the effets of derivative ontrats (assuming that options would be exerised only if it would be prudent to do so) are as follows: Form 48 Column 1 Column 2 Column 3 ' ' % ine 18 (1,584) 3, (3) Corresponding hanges whih would result from the exerise of all rights or obligations under derivative ontrats, or ontrats having the effet of derivative ontrats are as follows: Form 48 Column 1 Column 2 Column 3 ' ' % ine 18 (1,584) 3, (4) The maximum hanges to the amounts if the onditions in (2) and (3) above had applied at any time during the year are as follows: Form 48 Column 1 Column 1 Conditions noted in (2) Conditions noted in (3) ' ' ine 18 (4,226) (4,226) 2. Valuation summaries See Forms 51 and 54. On Form 54 the figures shown in olumn 7 are the amounts of annuity per annum in payment; the figures in olumns 11 and 12 are the total net liability inluding allowane for future mortality and expenses. f i ",

30 Valuation Report (ontinued) 21. Mathing retangle (1) (2) See Form 57. Aggregate yields have been adjusted by.35% and.2% to allow for potential defaults within the fixed interest and RPlinked portfolios respetively. These adjustments have been determined having regard to the proportion of non government seurities within the portfolio and redit rating ageny default probabilities. Regard is also paid to the yield differential between risk free orporate and government bonds, and prevailing eonomi irumstanes. Additional allowane for ounterparty risks in onnetion with derivative ontrats is inluded in the additional reserve desribed in 6(1)(i). The yields shown in Form 48 olumn 3 were alulated using the method of the Deember 1995 setion 68 order. The aggregate yields on the portfolio using the method of the setion 68 order were also used to derive the valuation rates of interest in Form 57 Row 31. (3) The yield on property is derived in the same way as for a fixed interest asset, by equating the market value with future rental inome and disposal value at the end of the urrent lease, in aordane with the setion 68 order issued in Deember o allowane for any inrease in rental inome or market value is made. Defaults are allowed for at an aggregate level as desribed in 21(2) above, the default allowane therefore being the same as for the other fixed interest investments. 22. Valuation results See Form Required minimum margin See Form 6. D J Belsham, Appointed Atuary 37

31 Returns under nsurane Companies egislation Form 46 ong term business: Summary of hanges in ordinary long term business ame of ompany Prudential Annuities imited Global business United Kingdom business onlinked Finanial year ended 31st Deember 2 Company registration number GUUKlCM Period ended day month year Units UKlOS U R G r T UK ifeassurane and general Pensions business Permanent health Other business annuity o of Annual o of Annual oof Annual o of Annual ontrats premiums ontrats premiums ontrats premiums ontrats premiums ~n fore at beginning of year ew business and inreases et transfers and other alterations 'on' 13 Total 'on' (12+13) Deaths Other insured events 22 Maturities 23 4 Surrenders 24 Forfeitures 25 Conversions to paidup poliies for redued benefits 26 ( ". et transfers, expiries and other alterations 'off Total 'off (21 to 27) n fore at end of year ( )

32 Returns under nsurane Companies egislation Farm 46 ong term business: Summary of hanges in ordinary long term business ame of ompany Prudential Annuities imited Global business United Kingdom business inked Finanial year ended 31 st Deember 2 Company registration number GUUK/CM Period ended day month year Units UKlOS U R46 G UK ifeassurane and general Pensions business Permanent health Other business annuity o of Annual o of Annual o of Annual o of Annual ontrats premiums ontrats premiums ontrats premiums ontrats premiums n fore at beginning of year ew business and inreases et transfers and other alterations 'on' 13 Total 'on' (12+13) Deaths Other insured events 22 Maturities 23 Surrenders 24 Forfeitures 25 Conversions to paidup poliies for redued benefits et transfers, expiries and other alterations 'off Total 'off (21 to 27) n fore at end of year ( )

33 .t" Q'i loo o..:: ~... '1:J ' ) '+ ~:5 :::J..O(/)+.H CJ)(J)...,.t4= ~~O~:g. V ~::::J~..o V :J;ij U (f) ro ~ C ~ ::s " Co Co C o n 'll W C ~.f: ;.f: ~ ; x: C " :J "O :: D...?; :: ~.?; is 'Wj :.J 2 '3 >< os! '3 os! ~iii x: C.Q.Q C " ' ::s ::S,..... "' " :>. ".s::... V " _.;: o :J ro :J.:! D..... ' :>. C: M ~~ "'.. ".....J C).!!! :J Cl a:: V ro C M... t) ~ t) Z r CD t) ra ra ra ra Co.... Co Co Co <D ' '+ C') «).,. (1) r < on 1 ~:S <:T<:T <X r to M :Jo..OVl to r C') to.,. r r r (l)f/)...,.\i= ~to 1 ~~~O~:g ~ M M a: V V'S C::J~..o :Je:e: (f)ro;ij V U ~<:Tr... (1).,. «) CO e: (1) ex; ~r r V r «) r ~ CO... CO.,. o (1) C') r r :J M ~~:J ' M '.. ' ~a.. C>.S V to r C') CO... (f) <X <X U (1)... r r 1 < < to (1) 1 C') <:T <X M M ro M < < ' ē: /) /) CJ,5 /) ::::J.Q... "C CJ ~.. Cl.Q ::i en C) C) C '=' 111 ; C) o :P '3 ro (ij ' : : ',Q '6> et ~C;.J CJ U :; u : ' C ro /). "C.. 'iij ::l en... o C; > a. ' M U C et : ro /) /) ' ::::J U CJ " >.s " : 'iij ro V ::::J.. V ' l.q ro C : :::J O 'in»... ::::J U.. ro S ' Cl ro ::::J : e..o ro CD o ro : a:::...j Z CD u: Z e: Cl) ro :J :Q U ".S... D.. Cl) o en ;: Cl) en Cl) u W ll ra.. Z :Q D..» 'in in C ::s f :: " n D.. Cl) X! Z Cl) Cl) C " Z ~" ti ~C ::: w... ra ~... 'in 'C : Cl) D.. C C Cl) C :J ::s :: C :J jj2 )( X! C Z; Z; C C ti :: 'Uj z > '3 " > '3 " Z 'll C. 'in is :: D.. Z «en. «en ' 4! =

34 :;.. "Cl.. > "Cl f ; :; "Cl C....;: o.. f... M D.. > ~' '+ D D.: :;...OV)~ t (f)(/)'o'4 ~JSO:;~ Cl) ::«: t5 en ««... : U Cl) :: ' ro ::1.2 C: "Cl ~~~.... ~::...J OJ (!) X Cl) t5 «f... : t) M U....." t) t) Z D to C)'S ~~ D m m m ra m ra a. a. a. a. a. a. Co "'C'oOJ\6 t to D 1 1.: to o to D 1 1 :;..(5 f/):t::: t... "<t to D o o (J) to VJf/)t.'+ (T).." a:: ~JSo:;~.." ' "<t "<t "<t C)'S Cl) D C:::~~ ::~ en «Cl) t5 ~o to "<t to D (T) "<t o t t. D D Cl) "<t o t t. o t) (T) D U t) :: ::J ' M ' D ~a.... D rn : Cl) ~ (T) U5 o (J) o t. t.... t. t. t. U t) t. t) «to D (T) t. t.... C "" "" U t l " Cl) Cl) CJ.5 Cl) ::..Cl "C ~.. C1 en.2 ' ::i ~en Q C1 Q C o 111 ~Q :;::; '3 =tj ~... Cl).. C1.Q '51 <C CJ...J CJ ~Cii C1 Cl) :g u... C1 '2 C1 C «..,!!! "C C) ::J en > o ig Q. M (J C u <C C «Cl) C Cl) i, :: Cl) CJ > C 'Cij «Cl) ::.. Cl) l..cl «C.f: : Cl) :: U :: > Cl) ~ro : ~ ' Cl ro :... :J ~et] «: X...J Z <:5 u: Z D U en : ell «:!;! ::J Cl) "... a. en ii: "C o U C en ra ell W ell..... Q... :!;!,. C ell > a. f W " u a. en ( o Z en "C en "C ell ell ell ( ; u. C U o ell ra C W.... C 'Uj ra en a. C C ::; :r.. o en ::; :r Z ell ell ~ Cl! >< D en ~ si: ell C C 'Uj Z > ':; O "C > "C 'Qj ::J :r "C G : Z ell G a. : a...5 'Uj a:: Cl) D ell m ':':: C ~Z.:.:: iii C.5 iii ell C C. ::;. ::J W ::; ~~ ~2 a:: 'iij ':; >< ':; C.! ell iii iii ~C.Q C.Q... ell : :r "C : :r ::J a. Z <X: C)..5 <X: Cl) 41

35 Returns under nsurane Companies egislation Form 48 ong term business: xpeted inome from admissible assets not held to math liabilities in respet of linked benefits ame of ompany Prudential Annuities imited Global business Finanial year ended 31 st Deember 2 Category of assets Total long term business assets Company registration number GUUK/CM Period ended day month year Units Category of assets G 1 Type of asset Value of admissible assets as shown on Form 13 1 xpeted inome from admissible assets 2 3 and and buildings Fixed interest seurities Approved Other seurities Variable interest and Approved seurities variable yield seurities (exluding items shown at line 16) Other quity shares and holdings in olletive investment shemes oans seured by mortgages All other assets Produing inome ot produing inome Total (11 to 19) r. l 42! = r

36 Q') """... > 4; Cl ",,,,... ;:: QJ UO u.. : QJ.Cl "'C QJ.J!!.:.:: '; : :J... Qj~ D ~~':;" U QJ ~a. ~ QJ :s >... :s : <lime.s.r:. o; rao~ :s (/)(/)C '... ~.!QQj QJ <; <1moo ~".. ~om.u. :. >... <11 <11m!11 :s M. (J :: (J... ~!11 :J :J... t:> "'C Qj ':;' ~.Cl!11 ';:!11 > "'C :!11... Q... Q.. ċ: Q :!11.;:!11 > "'C :!11 +' Q... Q "C Cl)... ;t:: : ::i "'C Q ;:: >< V Cl) C Q.. ~: '3 'iij :... Cl) :,Q '> Q ' et! "'C Cl) u tu.. U,~ Cl) r : (1] Cl) C a..!!! "C :s Vi i. ~ ()!11 a. M C Q «u (1] "'C Q 'in... > J Q '. ro C +' <) ro 'O :; Cl.Q a a; (1] Q::! Z u.. G >.S: fo1'i:2m... D '(j).~ <U ~,!Q> m < <1~m ~C1J <11> : e.h (J)Z m.. C1ll) JO) Q Q.~,~ J <1) <),~,~ J...J.o:g ~ : ij 1: C,~ 1.:C ~: ~o.~ C>.~ <1.) "'C 'Cro"'C 1.::J..:!~ a.. u u ~.~ w"'c.~~ ~53 (1] :: (1].~.. <) >< =' r:r (1] C :: (1],~ <) >< r:r ~,~ (1] > > o <) <) >, (1] > > J <) <) > M..,. <,S '<:t '<:t '<:t M (J) (J) ('\/ M... '<:t '<:t C"J C"J O '<:t ('\/ <D O o;g~ m O t Q,) '<:t (/)'; (J) O t C"J O... l') ~.~~~ C') O... '<t ('\/ '<:t... C"J l') ~. ~<11 <11> : en '<t e... C"J o C"J... (J) O o C"J <D C"J (J) t ('\/... (J) (J) C"J ('\/ o '<:t '<:t C"J <D O '<:t '<t <D ~~o ~ Qj~ O <D <D <ri O O '<:t O O <D <D <ri <D <D t <ri ~';j<11':;" ~o t O '<:t ('\/ t C"J... (J) <D <D t O O (J) o (/) (J) ~ () '<:t O... '<:t <D ('\/ '<:t ('\/... (J) '<:t '<t O C"J ; ro '<:t t O... O O... (J) C"J... t O... ('\/ ('\/ ~.[H;~... t <D t t <D ('\/ (J) (J) t t '<:t O (J) '<:t t '<:t C"J <D o... C"J O '<:t O <D O '<t... ('\/... ('\/... o... C"J... C"J <D C"J romoo >om.u. <11 <11m ('\/ ('\/ o... M '<t l') (C t o en... M '<t l') (C t o en V Cl) V V 1!! C:S o ' (1] <) <) V J V > > Cl) ' (1] Q ' (1] Q : <) > > 1!! > <+= ' (1] > <+= V o :s J <) > > <) > C 1!! >,Q ' ' (1] > ' > o <) o o Q Q <) :: ~<) C Q Q > > Q ~> > <) ~~... Q :: <) <) :: Q Cl) ;;:: ;;:: :: : 2 > <+= o o > (1] <+= o <+=.. <+=. Cl :5 : ::... (1] (1] : (1] o (1] ~(1] ~.. :5 :5 :5 ' :5 ' <) ~ iii ' ' ' ' ' ::... : :: ('Cl (5 1!! (5 Q (5 :;j :;j (1] (5 '5 '5 : ' C.. <) C.. o >... :;j :;j 1!! > '5 '5.S :;j. 1!! '5 >. o... (1]. ' (1] ' o Q "'C 1!! <) > 1!! J <) > ' (1] ' > > = ' (1] (1] (1] o ' o > > = a; ';: QJ <) Q C.2:' > > > > > <) > > > > Q a. ~ :: :: J <) <) ~ <) o ~ <) <) o o : :: ;;:: ~~... C ;;::.~ > ~~Q ' 2 = : <+= 2 <+= :C o.s :;:; :: : :: :: o :: :: ::!11 "'C Qj. : +' >.2 : ~ \ ~.. Q.!!! :;:; Cl",.;: u~: :J UQ ' ~:;j Q *' J > "'C C (1] J Q :;j.. J ' Q <).Cl ' (1] <) :;j. U :;j C <) 1J m >< Q (j)~~ (/)~~~. QlO' '<1)' 1o...l.:::J <),:;j () <) o..u. <).>< C.. <) u... (1] J O.~ m i::' a. ' (1] (1] o (1] o (1] (1]... ' (1] (1] (1] (1] (1] (1] (1]... o :5 :5 :5 :5 :5 :5 <)... :5 :5 :5 :5.r: :5 Q ~) Q > <) <) <) <11 <) > <) (ij tu «; 'C "'C "'C QJ :: ' ' ' ~(5 : (5 () ~ ~~~' ~~~~~~= ~~~' 43

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